The Other Boy
by browneyedgirl96
Summary: The boy that she has always claimed to want, the one who has broken her heart more times than he is even aware of, the one who is now finally free to be hers is not the boy that she is with now. It’s the other boy. Post Sectionals. Puck/Rachel
1. You Found Me

Summary: The boy that she has always claimed to want, the one who has broken her heart more times than he is even aware of, the one who is now finally free to be hers is not the boy that she is with now. It's the other boy, the one she had sworn she couldn't stand most days, the one who threw slushies in her face, the one who had somehow wormed his way into her heart when she wasn't looking. (Post Sectionals) Rated M for language and future sexual situations.

Disclaimer: I don't own Glee or any of the characters.

**1. You Found Me**

_I found God  
On the corner of First and Amistad  
Where the West was all but won  
All alone, smoking his last cigarette  
I said where you been, he said ask anything  
Where were you when everything was falling apart  
All my days were spent by the telephone that never rang  
When all I needed was a call that never came  
To the corner of First and Amistad_

_Lost and insecure  
You found me, you found me  
Lying on the floor  
Surrounded, surrounded  
Why'd you have to wait?  
Where were you? Where were you?  
Just a little late  
You found me, you found me _

She watches him as he sits all by himself on the bleachers with his elbows resting atop his knees, a cigarette dangling between his fingers as he stares out at the deserted snow covered field in front of him. It's cold and the leather jacket he has on somehow seems less than sufficient as does the lack of gloves and hat, his shaved head and mohawk clearly visible from a distance, but he appears unaffected by the temperature.

As she watches, she can t help but notice just how alone he looks. After the truth came out about Quinn's baby, Finn had washed his hands of his so called best friend and his supposed girlfriend. Sides were chosen and fingers were pointed and punches were thrown and when the dust finally settled Puck was left out in the cold. As it should be. _Right?_

He was the one who betrayed Finn and he was the one who led his best friend to believe that the baby that Quinn was carrying was his. He'd stood by and let the lies go on for weeks, seemingly quite content to relinquish his rightful responsibility. So, he deserves everything that is coming to him now; after all, he brought it upon himself. _Then why is she here now? _

It's strange because she once thought that she had him all figured out. He was the jock, the bully, and the self-prescribed bad ass of WMHS. She'd convinced herself that there wasn't much more else to him. But then he joined Glee and she found herself wondering if she'd gotten him all wrong.

It wasn't until they actually dated, brief as it was, that she truly began to see him for who he really is, just a boy who'd grown up without a father and who was trying desperately to prove that he was not the Lima Loser that everyone had already pegged him to be.

When he was around her, he wasn't Puck. He was Noah. He was genuine and sweet; albeit, it was often buried beneath lewd comments, suggestive smirks, and sexual innuendo. But she never really expected him to be like Finn, who was nice and considerate and always said the right things. No, Noah was the complete opposite, rude and offensive and never apologetic, except for maybe that one time. He was not the boy she envisioned herself with which is why she had ended their- whatever it was, it s kind of hard to define something that barely lasted a week.

And yet, the boy that she has always claimed to want, the one who has broken her heart more times than he is even aware of, the one who is now finally free to be hers is not the boy that she is with now. It's the other boy, the one she had sworn she couldn't stand most days, the one who threw slushies in her face, the one who had somehow wormed his way into her heart when she wasn't looking. It would be just like him too.

She slowly walks across the field, approaching him, clinging to her red wool coat, her dark locks covered in a white knit toque, matching mittens on her hands and a scarf wrapped around her neck. Her short skirt whips around her thighs from the wind, the knee high boots offering some protection, however, the cotton tights weren't as warm as they looked. It was fine enough when she was walking straight from the parking lot to the school entrance, but it wasn't exactly the right attire to be spending her free period standing out in the field.

She steadily climbs the steps and then sits down beside him. He doesn t acknowledge her at first, simply bringing his cigarette up to his lips and then turning his head away to blow the smoke out slowly. It doesn't matter, the distinct stench of nicotine is unavoidable and she tries not to cough.

"You know that's an awful habit." The words slip out, unable to control her mouth. "I mean, there's the risk of cancer and plus, if you're caught smoking on school property, you could get suspended."

"It wouldn't be the first time." He looks at her out of the corner of his eye and then shakes his head. "If you don't like it, you could leave. It's not like I asked you to sit there."

She tries not to be hurt by his curt reply. She watches as he deliberately takes another drag. She's certain it's only to prove that he didn't like being told what to do, especially by her. But after a few more minutes, he drops the remainder of the cigarette onto the ground and puts it out with his shoe.

"What are you doing out here anyway, Berry?" He mutters. I'm sure you'd rather be sucking face with Finn than freezing your pretty little ass off out here with me."

She makes a face at his crude remark. "Well, if you must know, Finn and I are not together and therefore, would not be sucking face as you put it so crassly. And as for why I'm out here, I figured that much was obvious."

"You felt it was your civic duty to lecture me on the consequences of poisoning my lungs." He deadpans. "Or was it that you simply felt the need to torture me by talking me to death."

"No." Pausing. "And that doesn't even make any sense. You can't talk someone to death."

He smirks. "In your case, I think it's quite possible."

She huffs, crossing her arms and looking away. "I don't even know why I bother."

"That makes two of us."

She sighs, turning back to look at him. "You know, I'd think you'd be a little more grateful that someone is still willing to be your friend."

He chuckles bitterly. "And when have we ever been friends, Berry?"

Ignoring his question. "Noah, I know I'm partly to blame for telling Finn and I feel bad about the way things turned out, because I think you truly are sorry and you never meant to hurt Finn."

"You don t know anything!" He snaps. "I'm happy that it's all out in the open, I don t have to deal with all the secrets and lies and shit. As for hurting Finn, to be honest, I wasn't really thinking about him at the time, if you know what I mean." He leers at her. "I just wanted to fuck Quinn and it didn't matter that she was my best friend's girl." He says bluntly.

She shakes her head. "You can't expect me to believe that you are the person that you just described."

"Why not? It's who everyone thinks I am, right? A fuck up." He says darkly.

"I don't think that. I think you made a mistake and you're not sure how to fix it now." She says softly.

"And what makes you think that I want to fix anything?" He scowls. "Quinn doesn't want anything to do with me and she's already made up her mind that the baby is better off without me. I can't say I blame her. Finn hates my guts as does pretty much everyone else on the football team and in Glee Club. In fact, I think it's exactly the way things are supposed to be." He scoffs with disdain.

And then he looks at her, a cold and unfeeling expression on his face. "And if you think that I'm desperate enough to want a loser like you to be my pity friend, then you obviously need to start taking your crazy medication." He spits out before getting up and walking down the bleachers, leaving her sitting there to watch.

Before, when she didn't know him and he was just the boy who threw slushies in her face, she would have taken his biting words personally. But now, after getting to know the real Noah Puckerman, she knows that he uses words to push people away. He uses anger like a shield, to protect himself from being hurt. He lashes out when he's feeling insecure and vulnerable and sometimes that means finding herself on the receiving end of some pretty cruel remarks.

She doesn't claim to be an expert on him, no one is really an expert on Puck, but she knows enough about him to know not to push. The way she looks at it is that she'd taken the first step in extending an olive branch, whether he takes her up on her offer or snaps it in two, is up to him.

For the rest of the week, she doesn't try to approach him again at the bleachers.

TBC...

Song Credit: You Found Me by The Fray

Replies are welcome, encouraged even. It's my first story on and also my first attempt at Glee fanfiction, although I've written fiction for other fandoms for years. But I just couldn't help myself with these two. So, here I am.

Thanks for reading!


	2. Fallen

**2. Fallen**

He finds her in the practice room after school. Big surprise there. She's sitting at the piano, her fingers glide over the keys with practiced ease as she sings almost effortlessly.

__

"Heaven bent to take my hand  
Nowhere else to turn  
I've lost to those I thought were friends  
To everyone I've known  
Oh they turned their heads embarrassed  
Pretend that they don' t see  
But it's one missed step  
You'll slip before you know it  
And there doesn't seem to be a way to be redeemed

Though I've tried, I've fallen  
I've sunk so low  
I have messed up  
Better I should know  
So, don't come around here  
And tell me I told you so"

He'd be the first to admit that despite the fact that Rachel Berry was all kinds of crazy, she sure could sing. And he had no doubt that one day this girl was going to be some big star on Broadway. He was certain of it, about as certain as he was of the fact that his own Lima Loser status had been pretty much cemented.

There was a time, a short time, where he'd almost thought that he had a future, that he could be something outside of this loser town. Ironically, it was when he and Rachel had started- whatever it was that they had started.

She just had this way of making him believe in himself, pushing him to strive further than he thought he ever could. She made him make the tough choices instead of taking the easy way out. Which is why it was almost fitting when she broke things off with him, saying that she hoped he hadn't chosen Glee over football because of her. _Why the fuck would he have otherwise?_

And in typical Puck fashion, he'd lashed out, telling her that he was going to break up with her anyway, but that had been a bold faced lie and she knew it too. The truth is that he was actually kind of beginning to like her. Sure, the whole time they were together, she never shut up, not even for a second and she was bossy and most of the time he still felt like lighting himself on fire.

But then there are other things about her too. Like the fact that she's hot in her own crazy, freakish way. For example, those short skirts and knee socks she always wears, a total turn on. It's a cross between naughty school girl and prim and proper librarian, and what teenage boy hasn't had that fantasy. And of course, there is the fact that she is super talented and the Glee Club probably wouldn't have won Sectionals without her. So, yeah, you could almost say that he was sort of starting to like her. Almost. Sort of. Starting.

The thing is she isn't like any of the other high school girls; in fact, she's unlike any girl he's ever met before. She's driven and confident and doesn't care what people think. If he's being honest, she intimidates him more than he will ever admit aloud. And maybe that's why he's such a jerk to her most of the time. He doesn't mean to be, he just is. It's a natural talent.

She's the only person that probably doesn't hate him right now. On second thought, she might actually hate him now too, considering his none too kind words to her on the bleachers earlier this week. What can he say? He could be a real asshole when he wanted to be, which is pretty much all the time. But despite that she'd tried to be his friend when, let's face it, he was in short supply of them. _And beggars can't be choosers, right?_ Well apparently they can, because he'd thrown her friendship back in her face and she hadn't attempted again since then. He doesn't blame her.

It's the oddest thing. The more that he tries to convince himself that he doesn't need anyone, least of all Rachel Berry, the more he finds himself thinking that maybe it wouldn't be so bad. Not that it meant that they would become best buddies or anything, but maybe it would be nice to have someone to talk to, if she could manage to shut up long enough to listen, that is. And if he got her to make out with him in process then that would be a total bonus because if he hasn't mentioned it before, they were two good looking Jews and it was only natural.

He steps further into the room, making his presence known as she finishes the song and she looks up in surprise. It was just like her to be so immersed in the music to not notice anything else around her. He kind of liked that about her, that she could be so passionate about something. He wonders if he'll ever find anything to be so passionate about.

"Hey." He mutters.

"Noah, what are you doing here?" Staring back.

She's the only person who calls him Noah, aside from his mother and his sister. He's never thought of correcting her. And he's not exactly sure why.

He shrugs a little.

She begins to gather up the papers of sheet music. "Well, I'm done here, so if you wanted to use the room..." Sliding the papers into her backpack before zipping it up and slinging it over her shoulder.

He steps forward, blocking her path as she attempts to flee the room and she looks up questioningly.

"Was there something you wanted, Noah?"

He sighs. "I've been thinking about what you said to me on the bleachers." She nods. "And don't get me wrong, I'm not saying that we're friends or that I want to be friends or anything like that."

Her brow furrows and she gives him a scrutinizing look. "Then what are you saying?"

He runs a hand over his mohawk in frustration. "I don't know." He grounds out.

She rolls her eyes. "Well, when you do figure it out, I'm sure you'll let me know." She steps around him to walk towards the exit.

"Berry, wait!" He spins around and she turns around to face him. "I guess..." He pauses then shakes his head. _Why was it so utterly frustrating talking to this girl sometimes?_ "I guess what I'm trying to say is that it wouldn't totally suck if... well if I had someone to talk to or not talk to sometimes." He blurts out.

"And that someone would be me?" She inquires, raising a perfectly shaped eyebrow.

"Well, I don't see anyone else around, do you?" He snaps. "And you're the one who offered in the first place."

She crosses her arms. "And as I recall, you called me a loser and crazy and in need of medication." She says haughtily.

He stares back at her. "Yeah, so... what? Is that a no?" He asks bluntly, growing frustrated by the second. "Look, if you've changed your mind, that's fine, just say so."

She stares back at him, her lips pursing in thought and his jaw clenches angrily. He was such an idiot for coming here. _What the fuck was he thinking?_ He didn't need Rachel Berry. He didn't need anyone.

"Just forget it, okay!" He brushes past her angrily.

"Noah!" She calls out to him just as he reaches the door and he's tempted to just walk out, but he finds himself hesitating.

"What?!"

"I meant what I said on the bleachers." Quietly.

He turns around to look at her. "Yeah?" Skeptically.

She nods. "Yeah. So, if you ever want to talk or not to talk, as the case may be, I'm here."

He thinks about it and then sighs. "Okay then. Maybe I'll take you up on that sometime." He mutters in a noncommital way.

"Okay." She agrees.

They stand there for a moment, uncomfortable and silent, and then she finally makes a move to leave.

"Look, I'm... I'm sorry." He looks at her and she stares back at him uncertainly. "About what I said. You know, that you were a loser and crazy and in need of medication." She smiles a little. "But you kind of are, you know?" He adds and her smile falters and he realizes that he needs to talk fast because he'd just stuck his foot in his mouth. "Not the loser part, but the crazy part." He quickly clarifies and then inwardly cringes, realizing that it doesn't sound much better.

She smirks. "Yeah, and you're a jerk. We all have our pitfalls." She quips.

He chuckles lightly.

Another moment of silence passes and he shoves his hands into his pockets, taking a breath. "So, you need a ride or anything?"

She looks up at him in surprise. "Yeah, actually that would be nice." She replies. "Normally, I wouldn't require a ride, but my car is in the shop and I've been taking the bus these past couple days, and although I'm sure that it is a fine form of transportation for most individuals, it just isn't for me." She says, taking a breath.

The words swarm his head, a jumble of nouns and vowels and adjectives that he tries desperately to keep up with. This is the point he usually tunes her out, but oddly he finds himself actually listening to the string of nonsensical yammering.

"I mean, I realize that everyone should be conscious of their carbon foot printing, but I drive a Prius and that is much more environmentally friendly than whatever gas guzzling vehicle that most drive, don't you think?" She looks at him.

He opens his mouth to respond, but then she continues on and his head begins to spin because she's talking even faster and he's lost track of what this was all supposed to be about in the first place.

"And come to think of it, I'm sure my car emits far less toxic emissions than what a bus would on average, so it actually makes more sense-"

"Berry!" He interrupts. "A simple yes, would have been enough."

She smiles. "Yes, Noah, I would appreciate a ride home."

He takes a breath. "Well, alright then. Let's go." He walks towards the door.

He holds the door open for her and she walks through it, brushing past him through the doorway.

"Just so we're clear, this doesn't mean that we're friends." He says as they walk down the hall together.

"Of course not." A smile playing across her lips.

TBC...

Song Credit: Sara McLachlan - Fallen

Thanks for the feedback. I do appreciate it. I'm going to try to update a few times a week, and I don't expect it to be too long of a fic (max 10-12 chapters).

I figured I'd just quickly touch on the use of songs in this fic. I'm not a big fan of song fics and I tend to ignore the lyrics and just read the fic. So, it's ironic that I would actually use songs in this fic. But for some reason, I felt that with this being a fic in the Glee fandom, using songs just seemed fitting. The lyrics are simply meant to set the mood to the chapter and some chapters might have the song directly incoporated in, like Rachel singing in this one. That being said, it's not necessary to read the lyrics to understand the chapter.

Once again, thanks for the reviews and thanks for reading!


	3. All The Same

**3. All The Same**

__

I don't mind where you come from as long as you come to me  
And I don't like illusions I can't see them clearly  
I don't care, no I wouldn't dare to fix the twist in you  
But you've shown me eventually what you'll do  
I don't mind, I don't care as long as you're here

Go ahead and tell me you'll leave again  
You'll just come back running  
Holding your scarred heart in hand  
It's all the same  
And I'll take you for who you are  
If you'll take me for everything  
Do it all over again  
It's all the same

"It's not like I didn't give a damn, you know." He says out of the blue.

She turns to look at him as he stares out ahead of him, bringing the cigarette to his lips. She frowns and tries not the think about all the second hand smoke that she is probably exposing herself to right now.

They're out by the field, sitting on the bleachers. It's her free period and he's skipping math. When they had first started meeting out here, she'd had to suppress the urge to scold him for skipping class. Even now she finds herself holding her tongue, figuring the last thing he needed was her lecturing him and she wasn't out here to lecture him. She was out here to listen, if he felt like talking, which she's discovered he's not much of one.

So, most of the time, they sit there and she talks and talks and talks. Sometimes she thinks he isn't even listening and sometimes she wonders if he even truly wants her there. But he's never asked her to leave or shut up, for that matter, so she takes that as a positive.

The times he does talk and actually feels like sharing, it's like pulling teeth. And she's found that if she pulls too hard, he just stops talking altogether, which leaves her utterly frustrated and confused.

Like now, for instance, he just blurts out things and she's left searching for it's meaning and trying to put it into context. And that alone is impossible when she has no clue what is going on inside of his head forty percent of the time. The other sixty percent she's found is mostly thoughts centered around sex, but that's true for most teenage boys she suspects.

"What do you mean?" She asks.

"When I found out about the baby." He clarifies, taking another drag and turning his face away to blow the smoke out.

She still coughs slightly, muffling the sound behind her mitten covered hand. But it's enough to get him to roll his eyes and take her not so subtle hint. He drops the cigarette and puts it out promptly. And she tries to hide her satisfied smile.

"Oh." Understanding.

"I did care. And I even went to Quinn and told her that I would take care of her and the baby." He confesses, his eyes downcast.

She's surprised, but mostly confused. "I don't get it. If that's true, then why did you let Finn believe that he was the father?"

"It wasn't my idea."

"Quinn?"

"Why are you so surprised?" He looks at her, his hazel eyes flashing with anger. "Because it's so much easier to make me out to be the bad guy, is that it?"

"What? No!" She protests. "Noah, I never said-"

"Yeah, well you were thinking it just like everybody else in that goddamn school!" He shouts. "You think that it was my idea! That I didn't want the responsibility! That I turned my back on her!" His voice rising even more.

She's taken back by his anger, it's rolling off of him in waves. She wants to be offended by his accusations, but she's almost certain that it has nothing to do with her and everything to do with the fact that he's bottled this up for so long. She just happens to be sitting beside him when he finally lets it all out.

"But let me tell you something, _Quinn _decided that she didn't want me involved. Shedecided that _I _wasn't good enough to be the father to her baby. She'sthe one who let _Finn _believe he was the father when she _knew _that hewasn't. And _she _was the one who made _me _promise not to tell _him_. So, what the fuck was _I _supposed to do?!" He yells at her.

She sits there, silent from his outburst. She watches as he looks away from her, his breathing uneven and his jaw tense and his hands clenched into fists, knuckles turning white.

"I'm not like my father." He says, quieter now. "I'm not some deadbeat who walks away from his kid because it's too hard or because I don't want it or because I just don't give a damn. I'm nothing like him." Sounding almost broken.

Tears prick her eyes and she swallows down the lump in her throat. "I know you're not." She says quietly.

He doesn't say anything and she slowly unfolds her arms, reaching out her mitten covered hand towards his. She covers it and feels him tense for a second, she half expects him to pull his hand away or push hers off, but he doesn't. Instead, he just looks down at their hands solemnly, accepting the comfort that she offers.

After a long moment he speaks. "I'm sorry." He mutters.

"It's okay." She says, wrapping her free arm around her body, a vain attempt to stop the cold air from seeping though the layers of her clothes and to stop her teeth from chattering..

He turns his head to look at her then and chuckles. "Geez Berry, you look like you're freezing your ass off over there."

She frowns, not liking his cocky tone one bit. "I don't know what you mean. I'm perfectly fine." She replies coolly. "It's not that cold, it's actually quite refreshing out here." She says, even as her breath comes out in white puffs.

"Yeah well, your nose is as red as Rudolf's and I'm beginning to think that you don't own a pair of pants." He quips.

She stiffens slightly and then smooths down her pink plaid woolen skirt. "And what is wrong with what I'm wearing? It's my favorite skirt." She replies haughtily.

"Well that pathetic excuse for what you call a skirt is barely keeping your pretty little ass covered, let alone warm. And in case, you haven't figured it out, it's winter. You know, the time of the year when the temperature drops and it snows."

She gives him a dirty look. "I know what winter is. I just happen to like wearing skirts."

He smirks. "Admit it, you don't own a single pair of pants, do you?"

"That's ridiculous! Of course, I do!" She snaps and then looks at him in annoyance. "And what is it with you, anyway? You don't even have a hat or gloves or even a scarf. And that jacket hardly seems sufficient, it doesn't look very warm at all and you don't even bother to zip it up!" She huffs. "How are you not freezing right now?" She says in disbelief.

He shrugs. "Just naturally hot blooded, I guess."

"Well, it's annoying!"

He chuckles. "C'mere." He says, opening up his arms.

She stares back at him warily. "What? Why?" He grins and she frowns. "I'm not making out with you, Noah!" She informs him for probably the umpteenth time since they started this- whatever it was they were doing. She wants to say it's something akin to a tentative friendship of sorts.

He was always trying to get her to make out with him and making suggestive remarks and attempting to cop a feel. And each time she turned him down, making it clear that it wasn't going to happen this time around. But Noah was nothing if not relentless.

"Well, sharing body heat is the best way to stay warm." He intones. "Believe me, I would know."

She rolls her eyes. "Yeah, well we could just as easily go inside." She suggests.

He stares back at her, waiting and she sighs loudly and begins scooting closer to him on the bench. "Fine! But I swear, if I feel your hand anywhere near my as-"

"Relax, Berry." Placing his arm around her shoulders and bringing her closer to him. "Don't you trust me?" He teases.

"Not even a little bit." She presses herself to his side, her actions contradicting her words.

She hates to admit it, but he's right, she's feeling warmer already. And it is kind of nice, his shirt beneath his jacket is soft against her cheek, the opposite of all the hard unyielding muscle she feels beneath it. She can smell the scent of his cologne, mixed in with the scent of leather, a heady combination. She shivers for an altogether different reason now and she feels his arms tighten.

It feels natural and easy, sitting here with him. She realizes it's because in this moment, everything is simple. There are no pretenses, no games, no expectations. There is only Rachel and Noah, Noah and Rachel, and it does sound kind of nice, she concedes begrudgingly. Slowly, she slides her arm around his waist, her hand slipping beneath his open leather jacket to press herself closer.

"I knew you couldn't resist keeping your hands off my hot bod." His voice rumbling low and rough into her ear.

And just like that, he's managed to ruin the moment.

In the end, she has to hand it to him though, he only tries to cop a feel once in the entire time they sit out there. That's progress. Now, if only she could get him to quit those God awful cigarettes.

TBC...

Song Credit: All The Same by Sick Puppies

Thanks for the reviews and thanks for reading!


	4. The Kill

**4. The Kill**

__

"What if I wanted to fight  
Beg for the rest of my life  
What would you do?  
You say you wanted more  
What are you waiting for?  
I'm not running from you

Come break me down  
Bury me, bury me  
I am finished with you  
Look in my eyes  
You're killing me, killing me  
All I wanted was you

I tried to be someone else  
But nothing seemed to change  
I know now this is who I really am  
Inside, finally found myself  
Fighting for a chance  
I know now this is who I really am"

His fingers move over the chords of his guitar effortlessly as he sings quietly in the empty room. The words pour out of him, words he can oddly relate to at this particular moment. And he realizes that this is what Mr. Schue meant when he said that you have to feel the music, not just sing it.

The door to the practice room opens then and his fingers falter as he looks up. It doesn't surprise him at all to see her there. She'd probably heard about what had happened, it was probably all over school by now. He wishes that they'd all just mind their own fucking business. For that reason alone, he had skipped his afternoon classes; instead, choosing to hide out here where he'd be less inclined to smash his fist into someone's face.

He hadn't gone to the bleachers either, which probably explains the worried expression on her face and why she also looks like she's waiting for him to tell her to leave him alone. It occurs to him then that that is the last thing he wants right now because despite his futile attempts, they'd become friends over this past month.

She walks over to where he's sitting and then quietly sits down beside him. The fact that she has yet to say something tells him that for the first time since he's known her, she's at a loss for words. That makes two of them.

He'd confronted Quinn today, after weeks of letting her ignore him and pretend that he didn't exist. Which would normally be fine with him, except the baby in her belly was proof that he did exist and for a few short drunken moments, she'd even acknowledged his existence.

He'd told her that he was through playing by her rules and he refused to hide in the shadows just because she didn't want to be reminded of the mistake that she made. He'd told her that whether she liked it or not, he was going to be a permanent fixture in that baby's life. He may not give a damn about Quinn, but his daughter wasn't going to grow up thinking her father didn't give a damn about her.

And that's when she told him. She'd already decided, she was giving the baby up for adoption. She'd already found a couple who would give their daughter a good life, one that she wouldn't be able to give her. At sixteen, what kind of mother would she make and what kind of father could he possibly be when they were just kids themselves.

Just like that, she'd made the decision and he didn't get a say in any of it. _What else was new?_ He'd simply turned and walked away then, leaving her standing there yelling at him that it was for the best.

Part of him knows that she's right, it is for the best. His daughter deserved to have all the things that he would never be able to give her. He was still in high school, flunking a good portion of his classes, and his future didn't hold much more promise. His daughter deserved to be happy and loved and wanted. But another part of him feels as if it's being ripped into shreds and he wants nothing more to punch and scream and hit because it all seems so unfair. Because that part of him had already fallen in love with that unborn child growing inside Quinn, that little tiny piece of him that he's never going to get to know now.

It's all too much and he stands up abruptly and in an act of blind fury, he hurls the guitar in his hands across the room. It hits the wall with a loud crash, the wood splintering on impact. She jumps out of her seat, her eyes wide as she stares back at him, her hand muffling the sound of her startled gasp. He reaches for one of the plastic chairs next, throwing it up against the shelves and causing things to fall to the floor with a loud clatter. He moves to grab another chair when he hears her.

"Noah, stop!" She shouts.

She rushes over and grabs his arm, pulling him back with surprisingly quite a bit of force. He turns to look at her, her dark eyes are full of fear and worry and unshed tears. Her hand on his arms is trembling and he feels like such an asshole for scaring her.

His shoulders slump in defeat as he lets out a shaky breath, his heart pounding loudly in his ear. Suddenly her arms are wrapped around him and it's only then, he realizes that he's crying. He can feel the sticky wetness on his cheeks and the salty bitterness on his lips.

They just stand there, her arms wrapped around his shoulders and his hanging by his side, his face pressed into her shoulder and his silent tears soaking her shirt. He just lets it all out, unable to keep it in any longer. Slowly, his arms slide around her waist and he pulls her closer towards him, desperately clinging to her.

He can't be certain how long they stay like that, but when he pulls back, he can't help but feel a bit embarrassed. He's only ever really cried a handful of times in his life that he can remember. That being said, finding out his father was gone and not coming back was probably the last time he'd cared enough to cry about anything. He's never cried in front of anyone except his mom and now, Rachel Berry. _Talk about karma biting him on the ass._

He uses his sleeve to wipe away the wetness from his cheeks, turning his head and not meeting her gaze. For her part though, she doesn't make him feel like anymore of a wuss by asking if he's okay or some shit like that.

Finally, he turns to her, feeling emotionally drained and tired. "Do you want to get out here?" He asks.

"Okay." Is all she says and it's all he really needs to hear.

He reaches for her hand and pulls her along as he leads her out of the room. The hallway is deserted, school has been out for some time now. After stopping at their respective lockers for their coats and her back pack, they walk out to the parking lot where his truck is parked.

He knows that she got a ride to school this morning because he saw one of her Dad's drop her off. He wonders if she's still having car trouble or if she just opted not drive because of the bad road conditions this morning, which would totally be like her.

He opens the door to his truck for her and she smiles gratefully before getting in and then he goes around to the other side, getting into the drivers side. He starts the truck and adjusts the heating, mindful of the fact that her sorry excuse for a skirt did little to keep her warm on days like today. He's beginning to think his theory about her not owning a pair of pants is true.

He turns to her then. "Do you have to go home?" He asks.

She looks at him. "Not right away, no. Why?"

"I just don't feel like going home right now, that's all." He mumbles.

"Okay, let's go somewhere else then." She suggests quietly.

He thinks for a second, most of the places that come to his mind are places he'd take girls to make out. Unfortunately, making out isn't exactly what's on his mind right now. Shocking, he knows.

He puts the truck into drive and heads out of the school parking lot, deciding to drive them down to the lake. He knows it'll be frozen over this time of year and they won't really be able to get out of the truck. But he likes it there during the winter because it's quiet and peaceful and usually deserted; unlike in the summer, when it's crawling with people.

When they arrive, he turns the engine off, dousing them in silence. For a few minutes, they just sit there side by side quietly, neither saying a word, both lost in their own thoughts. Finally, he looks at her, she's staring out the passenger window. She had been quiet the whole ride over, which is not like her and he wonders if maybe it's because of what happened earlier when he had smashed his guitar and then cried in her arms. _Oh God, when he says it like that he sounds like an even bigger pussy than Finn._ No wonder she's so quiet.

"Hey." His voice is hushed, so not to startle her.

She turns her head. "Hey." She parrots.

"You're really quiet over there. It's kind of freaking me out." He admits.

She smiles a little. "Admit it, you miss my incessant talking."

"Not even a little bit." He denies with a small smile. "But it's not like you to not have something to say." He sobers slightly. "I'm sorry if I scared you earlier."

"Yeah, that was a little... intense." She agrees and then adds. "But I guess, given the situation, I can't blame you for being so upset. I mean, I can't imagine what you must be going through." She looks at him uncertainly. "If you don't want to talk about it, we don't have to."

He turns to looks straight ahead of him, staring out at the frozen lake in front of them. "There's really not much to talk about." Rubbing his eyes tiredly. "She's giving the baby away."

"Yeah, I heard. Do you know why she changed her mind about keeping it?"

He shrugs. "I don't know. She just said that she'd made the decision already and she'd found a couple. And I didn't even get a say."

"I'm sorry." Quietly.

Shaking his head. "You know, I know that this probably the best thing for our daughter. I'm sure that this couple is going to love her and want her and make sure that she is happy."

"I'm sure they will."

Then he turns to look at her. "So, if it's for the best then why does my heart feel like it's being squeezed to death?"

"Because you're sad. And because it hurts to lose something you love." She explains softly.

"I guess." He frowns. _God, how did this happen? When did he suddenly start talking about his fucking _feelings_?_ He clears his throat and looks away, growing visibly uncomfortable.

He can see her smiling out of the corner of his eyes. "You know, it's okay to talk about your feelings."

"For you, maybe. You're a girl."

She rolls her eyes. "Oh, and because you're a boy, naturally you don't have feelings."

He sighs. "No, we have feelings. We just don't need to discuss them every five seconds."

"Because it's so much better to bottle them up inside until you smash your guitar against the wall and completely break down."

He grows silent and then looks at her. "Yeah about that, you aren't going to tell anyone, are you?"

He doesn't care about the guitar smashing part; in fact, that might do wonders for his reputation. He'd just prefer it if she kept the crying like a total pansy ass in her arms to herself.

She stares back at him. "Of course not." Seriously.

He nods. "Thanks."

She eyes him carefully. "But you know, you don't fool me Noah Puckerman." A smile playing across her lips. "Despite your cool and uncaring facade and beneath all this bravado, I know that you have a good heart. You're a good guy." She smirks. "But don't worry, I won't tell anyone."

He looks away, shaking his head. "I'm not a good guy, Berry." He sighs. "If I was a good guy, I wouldn't have slept with my best friend's girl and she wouldn't be pregnant right now and my life wouldn't be so fucked up." He looks at her. "I'm not a good guy." Sadly.

Her eyes bore into his. "Yes, you are." She says it with a certainty that he isn't sure he even possesses.

Her eyes are dark and they pull him deeper, until it feels like he's drowning. It's like she sees something there inside him, something more, something that he doesn't even see when he looks in the mirror. And for a moment, he almost believes it too. He wants so desperately to believe it.

What is it about Rachel Berry that he finds so unbelievably fascinating, addictive even? She's crazy, the certifiable type when it has to do with Glee or singing or Regionals or pretty much anything she is hellbent on achieving. She's pushy and bossy and tells him what to do all the time, always on his ass about his smoking and doing his homework and going to class. She drives him utterly insane, she's irritating and frustrating and completely oblivious to it.

And then there's all the other stuff, the stuff that he never expected. She's funny and she makes him laugh, and he doesn't mean at her. She's sweet and nice, but she's not naive or exactly a pushover. And she's pretty easy to be around. He doesn't have to pretend be someone he's not because he thinks she'll judge him. He doesn't have to censor himself or hold back his feelings because he's afraid he'll hurt her or say something that will offend her. Around her, he can just be himself.

She's been a pretty good friend to him this last month, his only friend, if he's honest. She's a good listener, which is surprising because she talks all the time about pretty much anything and everything. He used to want to light himself on fire every time she opened her mouth, now he finds her silence leaves something lacking and at the same time, he finds it completely unnerving. Like right now.

His gaze fall to her lips, he's never seen them so still. They look soft and pink, he wonders if her lip gloss still tastes like berries. And before he even realizes what he's doing, he's leaning over and pressing his lips to hers. Her lips are as soft as they look, even softer than he remembers and she tastes like strawberries with a hint of grape flavored slushy, and it's utterly intoxicating.

It seems to take her a second to figure out what is happening and then hesitantly she begins to respond and he's kissing her harder, encouraging her. He tugs her knitted hat off her head so that his fingers can tangle in the silky softness of her hair.

He pulls her closer as his teeth gently tug on her bottom lip, silently urging her to let him in. He repeats the action again and this time she obligingly grants him access and suddenly, her tongue is eagerly mating with his, and he feels his body respond in approval.

They kiss for a while until they're breathing hard and their lips are swollen and bruised. He begins to drag her over the stick shift and onto his lap, the ache in his groin reminding him of the lack of bodily contact. But she stops him, pressing her hand to his chest and tearing her mouth from his.

She stares back at him with this look on her face, half shocked and half offended. As if this

was the first time he'd ever kissed her. As if she wasn't into it just as much as he was just seconds before. But it makes him feel like an asshole nonetheless.

He sighs. "I'm sorry. I'll take you home." He says begrudgingly.

He starts the engine and she doesn't say anything, just buckles her seatbelt and turns her head to look out the window.

TBC...

Song Credit: The Kill by 30 Seconds to Mars

So, I'm going to try to post updates Monday, Wednesday, and Friday's (at least that's the plan). Thanks for the feedback, I really appreciate it. Keep 'em coming, it keeps me going.


	5. First Time

**5. First Time**

_We're both looking for something  
__We've been afraid to find  
__It's easier to be broken  
__It's easier to hide_

_Looking at you, holding my breath  
__For once in my life I'm scared to death  
__I'm taking a chance, letting you inside_

She spots him down the hall through the throng of people, the sight of the familiar red letterman's jacket and mohawk weaving in between the stream of students heading to their next class. He has his hands jammed in his jean pockets, his head slightly down as if he is attempting to stay beneath everyone's radar.

It's not as if he was getting a slushy facial everyday because, let's face it, he was still a jock and the whole getting his best friend's girl pregnant only helped his bad ass image. But people still stared and whispered and after a while that gets pretty irritating and she knows that even though he acts as if it doesn't bother him, it does. They don't know the whole story and they don't know what he's going through and they don't know him. Not like she does. Not that anyone would know that either.

During school, they didn't hang out by their lockers before class or eat lunch together. Outside of Glee, they had little interaction. In fact, the only time they hung around each other on school property was during fifth period by the football field where no one bothered to venture.

After school was altogether different, without the worry of prying eyes, they hung out frequently. She'd come over to his house and help him study, despite his protests that there were much more productive things they could be doing. And sometimes, he'd come over to her place and they'd work on songs for Glee Club, although most of the time they couldn't even agree on any one particular song.

It didn't bother her that their friendship seemed to be the kind that no one else knew about. Truth be told, it was easier this way. He had a reputation and the last time they were seen around school together it had earned him a slushy in the face. She, on the other hand, knew that her friendship with Noah would only cause a bigger rift between him and Finn. She didn't want to lie to Finn, but she also didn't want to be defending her friendship with Noah either. It's not as if her and Finn were anything more than friends.

With Finn, she didn't know where she stood. She was constantly trying to swift through his mixed signals and wondering what he wanted from her. With Noah, it was nothing like that. It was simple and uncomplicated; that is, until three days ago when it all changed.

It's just like him to go and change the rules on her without so much as giving her the courtesy of a heads up. Because now, all her carefully and meticulously drawn lines have become blurred and it's impossible for her redraw them again. And what's worse is that he acts as if nothing has changed at all, when everything obviously has.

He kissed her and she can't stop thinking about it. He kissed her and it's not the first time. The first time, it was about wanting something that she couldn't have and settling for the thing she could. The fist time, it didn't mean anything and she didn't feel anything, although it had been nice, just the same. But the first time hadn't left her breathless or her stomach in knots. The first time hadn't made her heart skip a beat or her head spin. The first time had been nothing like this time, at all.

She watches as he makes his way down the hall, she expects him to just pass by her without bothering to acknowledge her presence. It wouldn't be the first time and she's long gotten over being offended. But as he approaches, his pace unperceptively slows and he lifts his head up, his eyes finding hers with heart stopping accuracy.

And that unfamiliar breathless feeling comes over her once again. It leaves her confused and uncertain. But despite this, she finds herself smiling kindly and his expression softens. Their exchange only lasts for the briefest of moments before his gaze shifts to something over her shoulder, and his expression changes once again, growing hard and cold. He looks away then and picks up his pace, walking right past her.

She watches him disappear around the corner, concerned and slightly puzzled by his behavior.

"Rachel."

She turns around. "Hi, Finn."

He gives her a crooked smile and she waits for the butterflies in her stomach to come to life as they always do whenever he smiles at her. But it doesn't happen. There isn't so much a tingle down her spine or a flutter of her heart. Instead, all she feels is a dull ache, where there once was a feeling so intense that it sometimes left her speechless.

She wonders when that happened.

"Are you okay?" He asks, his brow furrowing with concern. "Does this have to do with Puck?" Glancing behind his shoulder in the direction which the other boy had headed.

The mention of him brings her out of her thoughts. "What?"

"Is he bothering you again?" He asks, his tone serious. "Because if he is-"

"No!" She interrupts. "No, Noa- Puck isn't bothering me. Why would you think that?"

He shrugs. "I just know how he can be sometimes."

"He's not like that anymore. He hasn't thrown at slushy at me or tossed Kurt into a dumpster or locked Artie in a port-a-potty since he joined Glee." She protests. "You know that."

"Yeah, I know not to be fooled. One minute you think you can trust him and the next he's stabbing you in the back." He says darkly.

"You don't really think that, do you?" Concerned. "He was your best friend for so long."

He shrugs. "I thought he was until he slept with my girlfriend." He sounds more sad, hurt and betrayed than angry.

She wants to say that yes, he was wrong and he shouldn't have, but all the blame shouldn't fall on him either. There were two people that messed up that night and it just seemed as if everyone had forgotten about Quinn's part in it all. It didn't seem fair.

She wants to say that he's still his best friend and that if he'd just give him a chance to apologize, a chance to make it up to him then he could see just how sorry he is. Even though, he hasn't said it out loud, she knows that Noah misses his friend just as much as Finn misses him.

But she doesn't say any of this.

"If it's okay with you, I don't really want to talk about it."

She nods, not completely surprised.

His face brightens up a bit. "Actually, I was hoping that maybe we could work on the duet that Mr. Schue gave us. Maybe you could give me some pointers."

"Oh." She's a little taken back because when they practiced earlier in the week, he'd been great. "Yeah, sure. I would be happy to."

"Great!" He smiles.

She stares back at him for a moment, trying to figure out if this was just more mixed signals on his part or something more.

He reaches for the books in her hand. "C'mon, I'll walk you to class." And after a second of hesitating, she falls into step beside him as they walk down the hall.

After school, she walks towards the parking lot. It's late, school's been out for an hour now and she'd just finished practicing with Finn. The duet was coming along great, he hadn't needed many pointers. She'd had a nice time, singing and laughing with him. It was fun. But that's all it was. There was no spark or rush of excitement when she was around him, even the few times he had reached for her hand, hadn't caused her to feel anything remotely earth shattering.

She realizes now, that somewhere along the way her feelings for him changed or at the very least faded. She isn't sure when it happened, just that perhaps they had been fading for some time now but she had been too distracted to notice, too distracted by the other boy. The same one that is currently leaning against his truck, a cigarette lit between his fingers and his head turned away, and obviously waiting for her.

The moment he sees her, he tosses the cigarette away as if he hadn't wanted her to know he'd been smoking. She approaches him and her heart begins to race, the simple sight of him has her insides clenching. However, he seems less than happy; in fact, he's downright scowling.

"Noah, I told you, you didn't have to wait for me after school." She'd told him at the bleachers during fifth period that she was going to stay behind to practice.

His frown deepens. "I saw you." His eyes bore into hers. "If you wanted to blow me off so you could have some face time with Finn, you could've just said so."

Taken back. "I'm sorry, I should've told you. I wasn't trying to hide it from you, I just-"

"Whatever!" He looks away, the stubborn set of his jaw telling her that he was shutting down.

"Look, it wasn't a big deal. He asked me to help him with the duet. I couldn't say no."

He smirks. "Yeah, that line seems to work on you every single time. I should know, it got me into your bedroom and you to make out with me."

She tries to ignore his disparaging remark, knowing he was just angry and hurt. "We were just practicing, Noah."

"Don't kid yourself. Finn might be a lot more subtle than I am, but he was after the same thing I was. I know you'd like to think his intentions are all honorable and noble because he's such a _good guy_, but he's still just a guy." He leans towards her. "And believe me, he was only thinking about one thing." His eyes move down her form suggestively.

She hated this, she hated when he was acting like Puck, not Noah. Not the boy she'd come to know and even like.

Crossing her arm over her chest, staring back at him defiantly. "Finn isn't like that. He wouldn't pretend to be my friend and need my help, only to try to get into my pants. He's not like those boys. He's not like-" she stops short before completing the sentence.

"Me." He sneers. "Well, you weren't complaining too much when you were grinding away on top of me." He smirks.

"Don't do that!" She shouts. "Don't be like this!"

"Be like what?" He says harshly.

"A jerk!"

"Well, I am what I am." He mutters as he begins to walk around the truck.

She grabs his arm, stopping him. "No, you're not. Not with me." She sighs. "You're mad and I can't figure out why it bothers you so much to see me with Finn." She doesn't dare say that he was acting more like a jealous boyfriend than her friend.

"I don't." He scowls.

"Good because we're just friends." She pauses. "And even if we weren't, why would you care, right?" She pushes.

"Get this through your head, I don't give a damn who you choose to spend your time with, Berry!" He denies. "You can fuck him for all I care! It's about damn time, if you ask me!" He spits out cruelly as he yanks his arm free from her grasp.

She tries not let his words get to her, but she feels the sting of fresh tears as she watches him walk around the truck to the drivers side, getting in and slamming the door loudly. The engine comes to life and the next second, he's peeling out of the parking lot , leaving her standing there to watch.

It's one o'clock in the morning and she's laying in bed, unable to sleep. Her phone buzzes on her night stand beside her bed. She reaches over and picks it up. There's a text message on her screen. _I'm sorry. I'm an asshole. Forgive me? _She stares at the words and she can't help but notice the way her heart skips a beat. She really should make him suffer, but her fingers are already typing back her reply. A few seconds later, her phone buzzes again in her hand. _Come outside._

She frowns, sliding out of her bed and walking towards her bedroom window. Pulling the curtain aside, she sees his truck parked by the curb and him leaning against it, staring up at her. She shakes her head and her phone buzzes in her hand. _You know you want to._ She looks out at him again, he's grinning. She rolls her eyes and lets the curtain fall, making her way out of her room.

Downstairs, she steps into her warm winter boots and throws on her coat over her pajamas. She carefully opens the front door and then steps out, closing it quietly behind her. She makes her way down her driveway to where his truck is parked on the street.

"Hey." He says.

She stuffs her hands into her coat pockets, keeping them warm. "Hey."

He opens the passenger side door of his truck and she hesitates for a second before getting in. She watches him go around the front and then climb in beside her. The cab of the truck is still warm, much more ideal than standing outside in the cold.

"What are you doing here, Noah?" She asks tiredly.

He looks at her. "I overreacted, I know. I was a complete asshole to you. I'm sorry."

"So you said."

"Look, I don't know why I acted the way I did. It shouldn't have bothered me so much when you said that you were blowing me off-"

"I wasn't blowing you off." She corrects. "Finn asked me to help him after school and I agreed. I should've told, but I thought you'd react badly."

He gives her rueful smile. "Yeah, well, it looks like you were right about that." He sighs. "When I saw you with him I just... I don't know." He shakes his head. "It doesn't matter. The point is that we're friends and I shouldn't have made a big deal about you spending time with Finn."

She looks at him. "Finn and I are just friends, you know. There isn't anything going on." She tells him.

He looks away, staring out the windshield of the truck. "Not yet. Finn has always had a thing for you, even when he was with Quinn and before all this baby stuff happened."

She shifts slightly. "Well, a lot has changed since then."

He turns his head to look at her. "Not this. I saw the way he was looking at you, he likes you. And it seems that he's finally decided to do something about it." He pauses. "Can't say I blame him." He mutters and then looks away.

She's left wondering what he means, his words doing something funny to her stomach.

Clearing his throat. "So, are we cool?" He asks.

She looks at him and then smiles. "Yes, we're cool."

He smiles in return and then lets his gaze fall to her attire, a strange look crosses his face. "So, this is what you wear to bed at night, Berry?"

She looks down at her flannel pajamas, they were pink and had little brown teddy bears on them.

"Got to say, it's not exactly what I imagined." He says suggestively.

She rolls her eyes. "They're warm." She defends lightly.

He chuckles. "Says the girl who wears the shortest skirts to school in the middle of winter."

"That's different. And they're not that short." She protests.

He gives a look. "They're short. Believe me, I would know. I'm a guy, I notice these things."

She stares back at him, her breath catching slightly. Was he saying that he noticed her like that?

"Well, if you don't like them-"

"I didn't say I didn't like them." He cuts her off, correcting her. "And I'm not saying I don't like your pajamas, either. They're cute."

She feels her cheeks burn slightly under his stare. "They're comfortable." She concedes. "I'm sure a lot more comfortable than something out of the pages of Victoria's Secret would be."

He grins. "Now, that is an image I won't soon forget."

She sighs and tries not to blush too profusely. "Goodnight, Noah." She says as she reaches for the passenger door handle.

"Sweet dreams, Berry." He says as she steps out of the car. "I know mine will be." With a wicked grin. She glares at him playfully and then slams the door.

She makes her way back to her house, turning to wave at him before going inside the house. She hears him drive off a moment later and she quietly makes her way back to her room after shedding her boots and coat. She's lucky that her fathers' were such heavy sleepers.

__

TBC...

Song Credit: First Time by Lifehouse

Thank you so much for the feedback and kind words.

So, the kiss went over well, but left a few of you questioning Rachel's feelings. Hope this chapter clears some of that up. Keep in mind that each chapter is from just one person's POV. I've been alternating between them so, sometimes you don't get the clear picture because it's only one person's POV. And I know the kiss was not addressed in this, but it will be in the next chapter.


	6. What Do You Want From Me?

**6. What Do You Want From Me?**

_Hey, slow it down  
__What do you want from me?  
__What do you want from me?  
__Yeah, I'm afraid  
__What do you want from me?  
__What do you want from me?_

_There might've been a time when I would give myself away  
__Oh once upon a time I didn't give a damn  
__But now, here we are  
__So, what do you want from me?  
__What do you want from me?_

_Just don't give up, I'm working it out  
__Please don't give in, I won't let you down  
__It messed me up, need a second to breathe  
__Just keep coming around  
__Hey, what do you want from me?  
__What do you want from me?  
__What do you want from me?_　

He watches them from across the hall. They're just talking, but he gets the feeling that it's so much more. Finn has that love sick puppy dog look on his face and she's eating it up by the spoonful by the looks of it. It's quite nauseating and he wants to look away, but for some reason he just can't because the sight of them together, innocent as it is, has his gut twisting and his heart sinking. And he has no idea why it bothers him so much.

Last week, he'd almost fucked it all up when he'd saw his ex-best friend hanging all over his- over Berry. _God, what did it matter to him anyway?_ They're just friends, nothing more. She'd been there when he needed someone and she'd been there when everyone else had abandoned him. And he'd fallen apart and she'd been there to pick up the pieces. That was also when he'd kissed her, something he tries not think about too much because that's when things get confusing.

And things are confusing enough with Finn hanging around her more and more these days, leaving him to watch from the sidelines. Watching them now, he feels the urge to walk over and do something incredibly asinine, something he's sure would cause her to go completely postal on him. But, he'd love to see Finn's face when he found out who she had been spending all her free time with. Granted, they weren't doing anything but talking, and not even the dirty kind.

And just like that, it occurs to him. This feeling that he's having right now. The sick, almost gut wrenching ache in the pit of his stomach. It's jealousy. _Well, shit!_ When did that happen? _Probably when you decided to kiss her_, comes the snarky reply and he promptly drowns out the voice.

He watches as Finn smiles goofily, his hand lingering on her arm for a second longer than necessary and he tries not to puke. He shifts his gaze to her, watching her expression carefully. It's not what he expects. He expects her to be beaming up at him, wide eyed and drooling, but instead her smile is a little more than forced. She's got this pensive look on her face and she appears to be a slightly uncomfortable, he knows because she's biting her lip the way she always done when she's uncertain about something.

After a few more moments of their pathetic song and dance act, he watches Finn walk off. When he returns his attention to Rachel, he finds her staring right back at him. There's a full minute where they just stare at each other across the hall and she appears to be trying to read him. She frowns a little and then turns around, grabbing books out of her locker and stuffing them into her book bag.

He hesitates for a second, but then begins to make his way over to her. The halls are empty, since school has been out for an hour now and they had just finished Glee practice. No worries about anyone catching their little exchange. He stops behind her and there is no doubt in his mind that she knows he's there, although she continues to shove books into her bag seemingly oblivious to his presence.

He leans in, the citrus scent of the shampoo she used this morning immediately hits him. It's intoxicating and addicting, which he's found is true for a lot of things about Rachel Berry.

"What did Finn want?" His voice low and soft, whispering into her ear and he swears that he can actually see her shiver. It gives him some sort of sick satisfaction that he can elicit that sort of reaction from her.

She turns to face him and he smirks at her smugly. He can see the irritation on her face because she knows exactly what he's so smug about and he's certain that she's probably itching to smack it right off his face.

"Nothing."

Her answer irks him and he feels that familiar twist in his gut. "Well, it didn't look like nothing to me."

She glares up at him, a little more than just pissed. "Spying again?"

"No, just observing." He narrows his eyes. "What? Did he finally grow a pair and ask you out?" His smirk still firmly in place, even though inside he's feeling less than cocky.

"Noah." She reprimands.

His smirk falters, realizing he was doing it again. Being a jerk. "Sorry." He sighs, stuffing his hands in jean pockets. "You're right, it's none of my business, whatever is going on between you and Finn and well- whatever." He shakes his head in frustration. "I mean, you can do whatever you want. It's not like you need my permission or anything."

They stare at each other for a moment and he waits for her to agree with him, but she doesn't nor does she deny it. She has that look on her face again, the one she had earlier when he was watching her with Finn, the pensive and uncertain look.

"Why did you kiss me?" She blurts out.

He's taken back. "What?"

She sighs. "Last week in your truck. When we were at the lake."

"I know. I remember." He says irritably.

_What the fuck? _Did she think he'd forgotten already? Did she think that he just went around kissing girls all the time, so much so that he'd lose track? Okay, so that isn't all that improbable, given his reputation and his past track record. But in all fairness, he hasn't partaken in his usual extra curricular activities in over a month.

Now, that he thinks of it, he's been practically celibate since he'd started hanging around her. And what's more odd is the fact that he hadn't even noticed the lack of action until this very moment. Maybe that's why he kissed her because he was going through withdrawal or something.

She's staring back at him, waiting for an answer. She rolls her eyes. "Well?"

"I don't know. I guess, because I wanted to." It's an honest answer, but from the look on her face, not the one she wants. "I mean, you were there and I was feeling like shit and you were trying make me feel better and I just couldn't stop myself."

He expects her to be offended or put off or something along those lines. Let's face it, telling a girl that you only kissed her to make yourself feel better wasn't exactly romantic by any means. But she doesn't seem to be offended or put off or even remotely annoyed.

"Was that all it was about?" In all seriousness.

He should've known she wouldn't be appeased so easily. "I don't know what you want me to say?" He sighs. "I wanted to, so I kissed you. It was a mistake and I shouldn't have, but I can't take it back. And I'm hoping that I haven't fucked things up too terribly because this friendship is about the only thing that I got left that really matters."

At least that's partially true. He shouldn't have kissed her and he sure as hell doesn't want to ruin whatever it is that they got going. But it definitely wasn't a mistake and he's made enough of those in his life to know what one feels like. And that kiss, that didn't feel like a mistake. So, if it wasn't a mistake, then what was it?

"Finn asked me to the winter formal." She says quietly.

He looks away, holding his tongue. _Well, that's fucking fantastic!_

"But I respectfully declined."

He looks at her, more than a little surprised. "Why the hell would you do that?"

"Because I didn't want to go with him." She says simply.

"Since when?" He scoffs. "We're talking about Finn here. You've been following him around since school began like some serial stalker chick. He's the one you want to be with."

"And you know this how?"

"C'mon Berry, I know it. You know it. Everyone in this goddamn school knows it." He shakes his head. "I mean, it's a fucking fairy tale and everyone already knows how it's supposed to end. And no where in the story does it say that Cinderella turns down Prince Charming when he asks her to the ball."

"And what makes you think I'm Cinderella?" She quirks an eyebrow.

He smirks. "You ain't one of the ugly step sisters, that's for sure." His gaze sweeping over her pointedly, lingering a little longer in some places than others. His eyes return to her face and her cheeks flush even as she rolls her eyes at his antics. "Besides there's no way that you'd accept a supporting role." He teases.

"There are no small parts, just small actors." She quotes.

He chuckles. "That's a load of crap and you know it!"

A slow smile appears on her face and he knows that she agrees with him. "And you're so sure that Finn is my leading man?" She eyes him carefully.

"Who else would it be?" Puzzled.

She looks at him pointedly. "I thought you'd figure that out by now." And then turns back to her locker.

His heart is suddenly lodged somewhere in his throat and his lungs seem incapable of functioning, and he realizes that the sick feeling in the pit of his stomach is now replaced with something else, something altogether not totally unpleasant. And suddenly, he's more confused than ever. He's never felt this way before and to be perfectly honest, it's terrifying.

He stares at the back of her head, hesitating for a second. "You should know, I don't do dances." She doesn't turn around, simply closing her locker. "But we could do something else instead, if you want to."

She turns around to face him then, a ghost of a smile across her lips and her dark eyes rising to meet his. "Like what?"

He steps closer, invading her personal space. "I'm sure we can come up with something." His voice low as his gaze drops to her lips wantonly and then back up because he has to know. "Are you sure about this? Because I think we both know that I'm no fucking Prince Charming and chances are I'm never gonna be."

She looks directly at him. "I don't want a Prince Charming."

He grins as he leans in, covering her mouth with his. The kiss is different than the last one they shared, it's not hard or desperate. It's soft and gentle, and it has his heart racing because he knows everything is about to change and there will be no going back. He just hopes he doesn't screw it up too much.

TBC...

Song Credit: What do you want from me? by Adam Lambert

Sorry, for the lack of updates in the past week. I just haven't had much time to write. But thank you for reading and leaving feedback, it certainly helps to keep my muse going.


	7. Collide

**7. Collide**

_The dawn is breaking  
__A light shining through  
__You're barely waking  
__And I'm tangled up in you  
_

_But I'm open, you're closed  
__Where I follow, you'll go  
__I worry I won't see your face light up again_

_Even the best fall down sometimes  
__Even the wrong words seem to rhyme  
__Out of the doubt that fills my mind  
__I somehow find you and I collide_

She never thought she would be one of those girls. You know the type. The ones who allowed promiscuous boys to persuade them into the janitor's closet, or sneak away during lunch period to find a more reclusive place with the only premise being to make out. And yet, she's become quite adept at just that in a span of a couple of weeks.

The few minutes right before the first period bell rings, during lunch in the empty auditorium, during fifth period at the bleachers, and in the stacks in the library. She just can't seem to stay away and when he's kissing her, she can't seem to remember why she should be resisting it in the first place.

She's been tardy three times this week when she's never been late for class in her life before. And when she is in class, she finds herself constantly distracted by thoughts of him, counting down the minutes to when she'll see him again. It's all new to her, her feelings for Finn were never this intense, never this consuming. It's all a bit overwhelming and terrifying and, at the same time, oh so wonderful.

"Noah..." She breathes his name, his mouth is hot against the side of her neck.

"Hm..." He makes an indistinct noise as he brushes his lips over her jaw.

Her hands clench in the collar of his jacket as his teeth nip at her earlobe, making her shiver. He draws her closer, the rough denim sliding against the soft skin of her inner thighs as she sits straddling his lap.

"Are you cold?" He whispers.

"No." She shakes her head, pulling his mouth to hers and kissing him hotly.

She knows that he very well knows that she's not, although she should be because they were outside at the bleachers and her skirt was rising dangerously high and her jacket was open, giving his roving hand easy access. But she didn't feel cold. Just the opposite, in fact. She felt like she was on fire, burning up on the inside.

She breaks the kiss, eliciting a groan from his lips. "We should go back in." She says breathlessly.

"We still have time." He mutters as he leans into to kiss her again.

Her hand presses against his chest, stopping him. "I can't get another tardy slip, Noah." She says sternly.

He stares back at her for a second and then finally sighs. "Okay." He reluctantly agrees, letting his hand slip out from her coat. "Just give me a minute." He says, sounding more than slightly frustrated.

Her hand runs softly over the fabric of his shirt, feeling the hard plains of his chest and ridges of muscle beneath.

His hand captures her meandering one. "Not really helping right now." His eyes meet with hers.

"Sorry." She pulls her hand away, letting it drop in her lap.

"Why don't we just skip class and we can get out of here?" He suggests.

Shaking her head. "We can't. You have English and I have Biology."

He grins lasciviously. "I can drive us down to the lake and we can have our own private biology lesson, and I'll even teach you a few new words that I'm sure even you don't have in your already extensive vocabulary." He winks suggestively.

She rolls her eyes as she slides off his lap. "You're incorrigible."

"Thank you." Glibly.

She gives him a look. "It wasn't a compliment."

"I know." He says with a knowing smile as he watches her fix her skirt and straighten her shirt before buttoning her coat back up.

"C'mon." She holds out her hand to him.

He takes it and allows her to pull him up. When she turns to lead them back towards the school building, he tugs her back, snaking an arm around her waist to hold her in place. Her protest dies on her lips as his mouth presses against hers. They stand there, kissing for a few brief moments until the bell rings, indicating the end of the fifth period.

"I'll see you after school?" He inquires.

"We have Glee." She reminds him.

He sighs. "After Glee then? Can you come over, my mom's working another late shift and I have to watch my sister."

"Sure."

She liked going over to his place and she especially loved watching Noah with his sister, he was an altogether different person when he was around her. Sure, he called her a brat and told her to scram whenever she'd walk in on them making out in his room. But he also let her stay up late and watch TV with them, and he always made mac and cheese for dinner because it was her favorite, and coincidentally the only thing that he could actually make.

She liked that he allowed her to see this side to him, granted it was often only a brief and fleeting glimpse, just as quickly as it appeared, it would disappear. He was a different person at home than he was at school, like he was able to let his guard down and just be himself. At school, there was the constant need to keep up the act and play the part that he'd been cast in. She understood that because she had her own part to play too. It was also the reason why they felt the need to keep their relationship discrete, or as discrete as possible when one's making out at every given opportunity.

It's hard to be in a relationship in high school. It would be even harder if you had to defend your relationship because no one got why you're with the person you're with. And harder still when said person got the head cheerleader pregnant while she was dating his best friend. And that best friend had been, up until recently, the one you thought you loved. But as hard as that would be, a part of her thinks it would just be easier to stop with all the secrets and false pretenses.

"Hey..." He says, bringing her attention back to him. "...you okay?"

Nodding. "Yeah. Just thinking."

He smirks. "Rethinking your decision to go to class and instead letting me have my wicked way with you?"

She shakes her head with a small smile. "No." She looks at him for a moment. "I was just thinking..." She pauses. "...would it really be so bad if people knew about us?"

She feels him tense a little. "By people, you mean Glee club and Finn."

"Well, yes I suppose so." She sighs. "I know that it won't be easy and Finn may be a little upset at first-"

He pulls away. "A little? Who do you think you're kidding, Berry? He's going to fucking flip out. And as for Glee club, you can be certain that they're going to make sure that you know just how big of an asshole I am and what a colossal mistake you're making."

"So, you're a jerk, I already knew that." She shrugs. "And who says, that I'm going to listen to what they say anyway? I'm a big girl and smart enough to make up my own mind."

He looks at her, a little sad and a little resigned. "That's just it, you are smart and sooner or later, I know you'll figure out that they're right." He sighs, defeated. "I was just hoping that it wouldn't be until later."

"Noah..." She whispers softly, stepping closer to him. "...you know that's not true."

"It is, whether you want to admit it or not."

She isn't exactly sure what to say because as long as she's known him, he's always been that cocky and confident boy, who could get any girl he wanted. But now, standing in front of her, is not that boy at all. It's a boy who is unsure of who he is and whether the things he has are truly his, and afraid of losing them because he thinks he doesn't deserve them. She can't help but think that part of the reason he feels this way is because of his father leaving him and his mother.

There are very few times that she finds herself struggling for the right words, and most of those times are around this boy, who has the ability to leave her speechless. Usually, it's to do with the touch of his hand or the brush of his lips or the feel of his body. Right now, it's to do with the look on his face and the ache in her heart that tells her that she wishes she could make it all better.

She slides her arms around his waist, pressing herself close to him, hugging him tightly. After a moment, his arms come up to wrap around her shoulders, and she feels the tension leave his body finally.

They pull apart after a long moment. "C'mon, Berry..." He takes her hand. "...you're going to be late for class again." He leads her towards the entrance of the school.

When she walks into Glee, he's already there, sitting slumped in a chair near the far end of the room. He looks up, taking note of her entrance, and there's a brief wordless exchange.

She'd thought about what he'd said, his concerns about everyone weighing in on their relationship, like she knows they will. She realizes that maybe he's right. Maybe if things weren't so complicated then it wouldn't matter. But as things stand now, Finn hating Noah's guts and Quinn growing bigger by the day, it would just complicate things further and only exacerbate the situation further. And the last thing any of them needed was more tension and strain for everyone involved.

It's for that reason alone, she sits on the opposite side of the room. She glances at him out of the corner of her eye and he's watching her with a look she can't quite place. But she doesn't have time to figure out what it's about as the rest of the Glee members walk in, taking their seats and chattering away.

Mr. Schue comes in and announces that he wants to shake things up a bit and begins to pair off everyone. It soon becomes clear that he's decided to form the most unlikely of pairs in hopes of further strengthening the group and broadening their repertoire. The pairings go as follows: Mercedes and Finn, Tina and Matt, Brittany and Mike, Quinn and Kurt, Santana and Artie, and Rachel and Puck. The assignment is to come up with a duet that utilizes the strengths of both singers while exploring songs outside their regular genres.

She thinks the assignment has some potential and tells Mr. Schue exactly that. She actually thinks it's a good idea as it was beginning to feel like they were falling into a rut of sorts, doing the same types of songs and performances. And she knew that if they wanted to be real contenders in Regional's, they were going to have to step up their game. She thinks that this might be the change they need to do exactly that. And maybe, just maybe, part of that has to do with the fact she's paired up with Noah and now they had an excuse to hang around each other at school without the others questioning it.

That afternoon after school, she's at Noah's house, sitting on his bed in one of his WMHS sweatshirts that she'd pilfered from his closet. It's huge on her and she has the sleeves rolled up, but it smells like him, familiar and comforting.

He walks into the room, stopping short at the sight of her. "Is that my...?"

She looks up from her laptop. "I was cold. Is it okay?"

He grins, closing the door as he walks over to the bed. "Sure. In fact, feel free to raid my closet anytime you want." He moves to sit beside her, his eyes roaming over her appreciatively.

She smiles. "Where's Sara?"

"Downstairs watching Hannah Montana." He informs as he leans closer. "We have a good twenty minutes or so." His voice low and suggestive.

"Great! It gives us time to work on the duet." She tells him, unable to hide her excitement. "I've got some really good ideas."

He groans as he falls back onto the bed. "Not exactly what I had in mind." He mutters.

She ignores him, turning her attention back to the laptop sitting on her lap. "So, I think I've narrowed it down to three choices that I think have a lot of potential."

He remains silent and she takes that to mean to continue.

"I was thinking we could do Lucky by Colbie Caillat and Jason Mraz, or Two Is Better Than One by Boys Like Girls and Taylor Swift, or American Boy by Estelle and Kanye West." She rattles off. "I think our best course of action is to listen to each song and see which one appeals the most to us." She says, pleased with her action plan.

For the next ten minutes they listen to the three songs. Well she listens and he, she doesn't know if he is listening at all.

"So, what do you think?" She turns to look at him, he's staring up at her with that look on his face he had earlier during Glee practice. "What?"

"I thought you wanted to come out of the closet about our relationship, what happened?"

The sudden change of topic takes her by surprise. "I guess you made some pretty good points. Things are complicated enough and perhaps waiting for a more appropriate time would be the more sound decision. Besides, high school relationships are hard enough to navigate without being under the constant scrutiny of your fellow student body."

He leans up on his elbows a little, fixing her with a look. "Is that the only reason?"

She furrows her brow. "Yes." She pauses. "It doesn't have anything to do with concerns about what certain people may say, if that's what you're implying."

"Okay." He simply says.

She stares at him, suddenly feeling a little less sure. "Are you sure that isn't the real reason you don't want to go public with our relationship?"

His eyes dart up to hers. "What does that mean?"

She shrugs. "I don't know. You're Puck and sure, right now, you might not be everyone's favorite person, but you're still Puck and you have a reputation and I'm not exactly Quinn Fabray." Refusing to mince words or sugar coat the obvious, they were an unlikely match.

He sits up then. "You think I give a fuck about that?" He says harshly. "I didn't care last time around and I sure as hell don't care this time around." He insists. "And for the record, Quinn Fabray has nothing on you." Sounding surprisingly sincere.

Smiling now. "Okay." She simply says, feeling a whole lot better.

His expression softens. "Okay."

"So, which song?" She asks, returning back to the duet they're supposed to be working on.

He lets out a long suffering sigh. "Well, if you mean, which one didn't make me want to puke?"

She gives him a withering stare.

"Then the last one."

She gives him a pleasantly surprised look. "That's exactly what I was thinking." She pauses, already thinking of all the different ways they can approach the song. "We could slow it down and do an acoustic version." She says hopefully.

He nods. "Yeah, actually that might not totally suck."

She grins, happily. She's about to turn to her laptop again when he pulls it away, placing it at the foot of the bed.

"Hey-" She protests.

"Now, that we've figured that out, I think you owe me some serious making out, Berry." He grabs her around the waist, dragging her over onto his lap.

"Noah-" She begins to say.

And his mouth is already on hers, effectively bring the stream of words to a halt and instantly turning her mind to mush. She, equally, hates and loves that he can do this to her and the fact that she totally lets him is not lost on her. She kisses him back enthusiastically and his hands begin to pull the sweatshirt up.

"As good as you look in this right now, it's definitely got to go." He mutters against her lips as he lifts the offending article of clothing up and over her head.

Her hair falls around her shoulders in a tousled mess and he smoothes it down as he presses his mouth to hers again. She lets him take the lead, somehow knowing that he wouldn't take things too far or do anything that she wasn't comfortable with. She squeals a little in surprise when suddenly she finds herself on her back with him hovering over her, a devilishly cocky smile on his face.

His lips descend upon hers and her hands run down his back over the thin fabric of his t-shirt, apparently having shed the plaid button down shirt he'd been wearing over it when he'd gotten home. His mouth trails kisses along her jaw and down her neck, the scrape of his teeth and then the soothing swipe of his tongue, causing her to arch beneath him.

A harsh groan rumbles deep in his throat and his hand is sliding beneath her crisp white button up shirt that he's somehow managed to untuck without her knowledge. His hand is warm and sure, low on her flat stomach before it makes its way up along her side, stopping just below the underwire of her bra.

She's acutely aware of the fact that this is as far as they've ever gone. He's been uncharacteristically considerate and she's fairly certain that this is probably more care than he would normally take with any other girl. It makes her stomach do strange somersaults and causes her heart to beat erratically because she's beginning to think that there's a good chance that he will actually be her first, when she's ready of course.

Wordlessly, she urges his hand up and he pulls back to look down at her, a flicker of utter surprise crosses his face, and she swears that she can see his eyes darken to a deeper shade of hazel.

The knock on the door startles them and Noah lets out a frustrated sigh. "Go away, Sara!" He shouts.

"Okay, but I thought you'd like to know that Finn's here, Noah." His sister's voice is heard through the door.

She stares up at Noah in shock. "Finn?" She whispers harshly.

"Tell him I'll be right down." He calls out to his sister.

In the next moment, she's pushing Noah off of her, nearly knocking him off the bed.

"Shit!" She hears him curse. "What's he doing here?" He asks aloud, running a hand over his Mohawk.

She quickly fixes her hair and straightens her clothes for a second time that day. "Maybe... maybe he's ready to forgive you and give your friendship another shot." She reasons.

He stares at her. "Well, if that's the case, it's going to be short lived once he sees you here."

Her eyes widen. "What should I do? Should I hide?" She blurts out, clearly unsure what to do in a situation like this. And why did it suddenly feel like they were doing something wrong?

"Well, the fact that your car is in my driveway, I don't think it'll help."

"What are we going tell him? How are we going to explain me being at your house?"

He gives her a look that says she's acting like a crazy person and he finds it amusing. "Well, we could just say that you're here to work on the duet." He suggests rationally and then smirks. "Or better yet, that you were about to let me get to second base if it wasn't for his shitty timing."

"Noah!" She scolds, blushing furiously.

He chuckles. "Relax, Berry. Just let me handle it."

She looks at him skeptically.

"Would you trust me for once?" He says, grabbing her and pulling her out of the room and down the stairs.

He drops her hand once they reach the bottom and Finn turns around.

"Hey..." Finn says, his eyes darting from Noah to her.

"Hey, man." Noah says casually. "What are you doing here?"

He seems to be uncertain. "I wanted to talk to you." He pauses, glancing at her now. "I didn't know that Rachel was over."

Noah shrugs. "We were just working on the duet." He says coolly.

Finn nods. "Oh, right. How's that going?"

"Exceptionally well." She pipes up and then glances at Noah. "But it's getting late and I should really get going."

Noah looks at her about to protest, but she gives him a look and he sighs. "Right. Let me help you with your stuff." He volunteers before turning to Finn. "Give me a sec."

They head back up to his room and she begins packing up her books and her laptop as he stands there watching.

"You don't have to go."

She zips up her book bag and grabs her coat off the chair in the corner of the room. "Finn came over to talk to you. You should really find out what he has to say." She encourages as she approaches him. "I have good feeling about this. And if you and Finn work things out then maybe everything will start to go back to normal. Maybe he'll be okay with us."

He sighs. "I'm not as optimistic as you, but maybe."

She smiles and kisses him on the cheek before walking out the door. She comes down the stairs and Finn looks at her, he's still standing in the same position they left him in.

"You should go up."

He hesitates. "Um, yeah." He says, watching as she puts on her coat and her boots. "Rachel?"

She looks up. "Yeah?"

"You and Puck... there's nothing going on between the two of you, is there?" He asks.

He stares back, her heart caught in her throat. "Uh... what do you mean?"

"I mean, I asked you to winter formal and you said that you just wanted to be friends. So, I'm just wondering if the reason you said that is because there's someone else you like."

She stares back for a second. "I... No, there's no one else. And Puck and I, we were really just working on the duet." She lies.

He smiles. "Right. Of course. I don't know why I thought there was something going on. I mean, you barely tolerate each other most days and friends is even a stretch."

"Well, I don't know if it's really that bad." She comments.

"No, I know. You make an effort because of Glee. I get that."

She nods. "Yeah, because of Glee." She murmurs softly.

"Right, well it's kind of why I'm here. I figure we should try to work this out. I don't know if it will ever be the same again, but he's been my best friend since we were kids. It's a lot to throw away over a girl, don't you think?" He explains.

She smiles softly. "Yeah. I think it's a good thing what you're doing. I know it's not easy."

"Well, I'm glad that you're my friend. You've been really great through all of this."

She doesn't say anything, just smiles and returns it before he turns to head up the stairs.

"Finn..." She calls out.

He stops to look back at her.

"I am your friend. No matter what happens, I want you to know that we're friends."

He smiles. "Thanks Rachel."

He heads up the stairs and she heads out the front door, her heart feeling heavy with guilt. As she walks down the driveway towards her car, she can't help but think any hope of this ending well was looking less and less likely.

TBC...

Song Credit: Collide by Howie Day

I just wanted to say, that I'm so blown away with all the replies and feedback, it's great to hear how much everyone is enjoying the story. I know I haven't been able to update as often as I would like to, but you've been really great with making sure I know that you're still reading and interested. Thanks!


	8. Hero and Heroine

**8. Hero and Heroine**

_I won't try to philosophize  
__So just take a deep breath and I look into your eyes  
__This is how I feel and it's so surreal_

_I got a closet filled up to the brim  
__With the ghosts of my past and the skeletons  
__And I don't know why you'd even try  
__But I won't lie_

_You caught me off guard  
__Now I'm running and screaming  
__I feel like a hero and you are my heroine  
__Do you know that your love is the sweetest sin?_

He's in the boys change room, having just showered and changed after basketball practice. Grabbing his watch from the top compartment of the locker, he slides it onto his wrist as he checks out his hair in the small magnetic mirror stuck on the inside of the door. It was growing out, he was thinking of shaving the Mohawk off completely.

"Good practice, man!"

He looks over at Jake, one of the guys on the team. "Yeah, you too." The guys were talking to him again since he and Finn had patched things up.

Last week, Finn had shown up at his house unexpectedly, almost catching him and Berry in the act. After she had made her all too quick exit, they'd talked, well sort of. He'd apologized for his overall jack ass behavior. Finn had in as so many words accepted his apology. He'd asked him if he wanted to play a little Halo. Finn had asked him what level he'd made it to. So, yeah they had talked and they were friends again. Albeit, it was still awkward and uncomfortable sometimes, but there was less tension and no more looks in his direction that said he should watch his back if he should happen to find himself alone in a darkened parking lot. More or less, things were cool between them now.

Except for the small fact that remained, he was secretly seeing the girl who, for all intents and purposes, had always kind of been Finn's, even though they never dated and even though she turned him down for the winter formal. Yeah, he knows it's stupid and makes absolutely no sense, but it's one of those unsaid rules between guys, you don't go and hook up with the one girl your friend has a thing for, just as you don't sleep with his girlfriend. And considering, he'd done the latter only to almost lose his friend, he figured you only get one fuck up like that in your lifetime. It meant Berry was hands off, but in his defense, when they had started seeing each other, he and Finn weren't even friends. So, technically, he hadn't broken the rules. He doesn't think that's going to make Finn understand, anymore than it's going make him keep his distance from Berry.

"So dude, Brooke Stevenson was totally giving you the look today." The boy grins at him.

"Yeah well, can't really blame her." He says smoothly.

"There's a party at Davis' tonight, I'm sure she'll be there."

He grabs his letterman jacket and closes the locker. "Can't. I already got plans for tonight."

"Care to share?" Another guy asks with a grin.

Smirking. "Sorry."

"C'mon man, don't be like that." He gives him a knowing look. "It's one of your older lady friends, isn't it?"

There's a chorus of cheering from the other guys and he's instantly irritated by the comment. Odd, because there once was a time he liked the attention he got for his sexual accolades. Now, he just plain wishes he could erase every dumbass decision he's ever made in the name of teenage rebellion, starting with all those desperate housewives he'd let use him and used in return.

"It's not like that. I just got some stuff I got to do." He says vaguely.

"Well, Brooke is going to be mighty disappointed because I'm pretty sure she was ready, willing, and able to take care of that itch of yours that is in badly need of scratching, Puckerman."

Scowling. "What the fuck are you talking about?"

"Dude, it's obvious that you need to get laid. You haven't been your usual, how do I put this, exuberant self lately and it reeks of sexual frustration."

Throwing him a nasty look. "This coming from the guy who is the poster child of sexual frustration. Face it, Daniels, my little finger can get more action before first period than your dick will ever get in the whole year."

And everyone begins to playfully jeer and tease the tall and lanky forward.

"Are you saying there's a girl? Anyone we'd know?" Another guy pipes up.

He tenses a little as he glances at Finn, who has been observing silently.

"Just... some chick." He pauses. "She's no one really." He says coolly. "I gotta bounce, so catch you guys later." He says dismissively as he heads out of the locker room.

"Hey, wait up!" He hears Finn call out after him.

He closes his eyes. _Shit._

Finn falls into step beside him. "Want to come over? Play a little Halo?" He asks.

Hesitating. "I- I can't. Got those plans, remember?"

"Oh, right. Hot date." He asks with a smile.

"Not exactly." He hesitates. "The truth is, I got to go to my sister's stupid dance recital and if I don't, my mother is going to deem me a bad brother in addition to being a bad Jew." He lies easily.

Finn laughs. "I feel for you, man. Sister's dance recital, that blows."

"You're telling me." He glances at his friend. "I can come over tomorrow though and I'll show you how to get past the fourth level." He offers.

"Yeah sure."

"So, we cool?" He asks, turning to him just as they reach the doors that exit the school to the back parking lot.

"We're cool." Finn says, making a move to head out the doors.

"Shit!" He mutters and Finn turns back to look at him. "I forgot something in my locker."

"Want me to wait?"

Shaking his head. "Nah, it's okay. I'll see you tomorrow, man." He says, heading back down the hall.

"Okay. Later, man." Finn says, walking out of the doors.

He looks at his watch. _Damn! _He was supposed to meet Berry fifteen minutes ago at the library. Yeah, that's right, he said the library. He knows how it sounds, but his mom was home and her Dad's too, and lately she'd been riding his ass about midterms and being prepared. He figures he'll put in a good fifteen minutes to satisfy her before getting her into the stacks, so they can make better use of their time.

He walks quickly down the hall, makes a left at the end of it, rather than the right towards his locker. Entering the library, he gets some shocked looks from the librarian and other students, who obviously assume he's lost because there is no other reason for Noah "Puck" Puckerman to be in the library. Ignoring the looks, he makes his way to the back, where there are smaller cubicles and less of an audience.

He spots her immediately, books open and chewing on the end of her pen, listening to her iPod. The guilty feeling in his gut that he'd been having just moments before for lying to Finn is replaced with something else, something not at all unpleasant.

He watches for a bit, a smirk appearing on his face as he lets his eyes trail along her bare legs. She's wearing his favorite skirt, it's the black one that flares out a bit if she turns really quickly, almost giving him a glimpse of what she has on underneath. Almost. He remembers the first time she wore it, he'd spent most of the day with a hard on. Of course, she's totally oblivious to the fact and that's what is most frustrating and endearing about her. She's a tease and she doesn't even know it.

He's pretty certain that he could get hard just watching her study and she's not even doing anything remotely sexy, except maybe biting her bottom lip in that way that makes him want to haul her up against him and kiss her breathless. _God, the guys were right. _He needed to get laid and the fact that he wasn't getting any was all her fault, and he only means that in the best way. Because it's not like she's a prude or refuses to let him cop a feel when they're making out, it's just that she's hot and every fucking thing she does turns him on. It's getting harder and harder to stop, quite literally.

He knows that she's a virgin, although some of the things she does with her tongue and the way she moves against him sometimes make him wonder. Because she's not really shy or skittish like most virgins are, but he can tell she's inexperienced and that he's probably the first guy she's ever really done anything with aside from kissing. The way she responds to him is incredible, there's nothing fake or false about it, and he can already tell that she's going to be fucking amazing in bed.

But as much as his current state of permanent blue balls is painful and frustrating as hell, he's not going to pressure her into something she's not ready for because he actually likes her and he respects her. His willingness to wait and actually act like a good guy doesn't surprise him anymore because there's something about her that makes him want to try to be a better person. He's a different person around her and it's not like he's trying to be, he just is, she brings it out in him.

He's beginning to think that Rachel Berry is the best thing that has happened to him in forever. And he's going to hang onto her for as long as he can, as long as she allows him to, or at the very least until she comes to the inevitable conclusion that she can do so much better. Because there's one thing he knows about girls like Rachel Berry, they don't come around that often in a town like this. They're like shooting stars, brilliant and bright, and impossible to catch. Which is what he doesn't understand? How exactly did he manage to end up with her? What is it that she sees in him anyway? He doesn't think he's ever going to find out the answers to those questions.

_God, listen to him, can he be anymore pathetic?_ He's standing in the library waxing poetic. _What has she done to him?_ The thing is, he thinks he actually knows the answer to that question, but he's not ready to admit it to her or himself. His heart, on the other hand, has no problem betraying him, beating a little quicker as he approaches her.

"Hey." He tugs one of the ear buds out of her ear as he slides into the seat next to her.

She turns to him, pulling the other ear bud out. "You're late."

He winces. "I know, I'm sorry. I got held up after practice... by Finn."

Her expression changes from slightly irritated to really guilty. "Oh." She pauses. "Is everything okay with the two of you?" She asks, sounding worried.

He shrugs. "I guess that depends if your definition of okay includes lying to your friend."

She looks down, a regretful expression on her face. "I know. I feel awful, just absolutely horrible about this. It's not fair and it's just so complicated and it's completely-"

"Fucked." He supplies succinctly.

She gives him a look that says she doesn't approve of his use of profanity, although it's an accurate term for their current situation.

"I don't know, maybe we should just..." She trails off.

"What?" He asks. "Tell him?" Incredulously. "Don't believe the hype, honesty is not always the best policy."

She doesn't respond, growing unusually quiet.

And he realizes that's not what she means at all. "Wait, are you saying you want to break up?" He asks in disbelief and she looks at him then helplessly. He chuckles mirthlessly, looking away. "Yeah, sure. If that's what you want." Turning back to her. "Hey, at least we can say we lasted three weeks this time." He says sarcastically.

"Don't do that. You know it's not what I want." Her tone is soft, but angry.

"Well, it sure as hell isn't what I want!" He whispers furiously, suddenly angry himself.

"It's just I don't want to feel like this anymore. It shouldn't feel like this at all!" She sighs.

"But every time I see him, I have this sick feeling in my stomach. I feel guilty all the time, like I'm cheating on him or something, which is crazy!" She blurts out.

His heart contracts painfully. "You feel like you're cheating on Finn?" It comes out harsher than he intends, but _damn _does she have to make him feel like shit?

She looks at him then. "What?" Blinking rapidly.

"Why do you feel like you're cheating? You're not! We're not even doing anything wrong!" He snaps.

"I know that." She insists.

"Are you sure you don't feel that way because you still have feelings for him?" He accuses.

She's staring back at him in disbelief and he's beginning to wonder when all this started going wrong. "I don't! If I did, I would have said yes to the formal. I chose you!"

He scowls. "Well, maybe that's just it. Maybe you regret that now."

She shakes her head. "I don't. I'm with who I want to be with. But that doesn't mean that I don't feel bad about lying to Finn. I consider him my friend. He's yours too. And I know you're not okay with it either."

"But that doesn't mean I want to break up!"

"Neither do I! But I don't know what else to do. It's just hard okay!" She says, her voice quivering.

"Well, fuck, did you think it was going to be easy?" He says in disgust.

"No, of course not. Or maybe I did. I don't know. I don't know what to think anymore." She looks at him now with tears in her eyes and it's like punch in the gut, taking the breath right out of him.

"Fuck." He closes his eyes, taking a breath. "I'm sorry." Realizing that he was being jerk when she was just being honest. "C'mere." He pulls her into his arms, not really caring if anyone saw. "I didn't mean to go off on you. It's not you. It's the situation. It's just so..."

"Fucked." She says in a quiet voice.

He chokes, his eyes widening, not sure if he even heard her right. "Did you just...?" Unable to hide the smile, the tension between them easing just like that.

She pulls away from him, looking at him innocently. "I'm certain that I don't know what you're talking about."

He starts laughing. "Oh no, you can't take it back now. It's too late. I can't believe Rachel Berry just said-"

She slaps her hand over his mouth and she gives him a stern look. "It's not going to happen again." Removing her hand.

He shakes his head, grinning. "You know what this means, don't you? I'm rubbing off on you."

She rolls her eyes. "Of all the things for me to pick up from you, me saying the f word is what makes you the most proud."

He nods. "Oh yeah, it's quite an accomplishment."

Shaking her head. "You're crazy."

He leans forward. "Well, maybe you're rubbing off on me too." He whispers teasingly.

Her eyes meet with his and she smiles. "I guess we're rubbing off on each other." She admits.

After a beat. "Well, I know where we can go to do some more rubbing, preferably up against each other." He raises an eyebrow suggestively, letting his hand drop to her knee.

She sighs, grabbing his hand from going any higher. "No, Noah we have to study." Turning back to her books.

"Your attempt to reform me is duly noted." He takes her hand, pulling her up without much resistance. "But letting me corrupt you is so much more fun."

He hears her soft laughter in his ear and her hand hold onto his tighter as he pulls her towards the stacks in the far back of the library.

He drives her home after they manage to get some actual studying done. His grades have improved one whole letter grade because of her and as much as homework and studying is a drag, the fact that she lets him feel her up under the table every once in awhile more than makes up for it.

He pulls into her driveway and he can see the lights on inside her house, which means that he can't kiss her the way he wants to unless he wants her dads to see, and he knows a thing or two about angry dad's, boys wanting to defile their little girls, and shot guns. And it suddenly occurs to him that she has two dads, not just one. So, if he ever gets caught with his tongue down her throat and his hand up her skirt, he's going to need to go into the witness protection program because he'd be a dead man.

However, he doesn't think Rachel got the memo because her hand is now resting on his thigh a little too close to the goods as she leans over to kiss him. He tries to keep it chaste, trying not to let it get too out of control, but when her tongue brushes against his bottom lip, all he can think is _fuck it!_ And his hand is tangling in her hair as he pulls her closer and deepens the kiss.

He isn't sure how this happened, how he got to this place where Rachel Berry suddenly meant something to him. Because he's always pushed people away and kept them at a distance for fear of letting them get too close. He knows what it feels like to be abandoned, left behind like something unwanted and forgotten. He knows what it feels like to be let down by the very person he needed the most when he was growing up. So, he vowed to never let anyone do that to him again.

And then she came along and she made him smile and laugh when no one else even bothered to give a damn. When his world was falling apart, she held his hand and sat beside him, became his friend. And somehow, she got in and he let her and he doesn't think that he can go back to the way he was before, he doesn't think he wants to.

He's beginning to think that maybe he was wrong all along and not everyone is the same, they're not all like his father. She's not like him.

When they pull apart he looks at her. He isn't sure how long they've been going at it, but it's long enough for her lips to become red and swollen and her cheeks are flushed, and if her fathers' aren't watching than the moment she walks into the house they're going to know exactly what she's been doing and with which boy.

He watches as she smoothes down her hair. "Hey." He says quietly to get her attention.

She looks at him, and God help him, but those dark brown eyes make his heart feel things he swore he would never allow himself to feel for anyone.

"About before."

"It was stupid. It was more of a half hearted suggestion more than anything. I don't want to break up, obviously." She assures him.

"Good." He likes knowing that walking away from this isn't any easier for her than it is for him. "Look, I know it sucks, all the sneaking around and the lying." He reaches out and pushes a lock of her hair behind her ear. "But I don't want you to feel bad or guilty for being with me either. Frankly, it makes me feel like shit when you say things like you feel like you're cheating on Finn."

Apologetic. "I'm sorry, that was a poor choice of words to use. I just meant that I felt guilty for lying."

"I know." He takes a breath. "So, if you want to tell him, we can." He offers.

"If we tell him, he's going to hate both of us and you two just started rebuilding your friendship."

"Yeah, I know. And it'll be hard, having him hate me again. He's my best friend and there aren't many people in my life that I can say know about all the shitty things I've done and still want to stick around." He looks at her, he's actually beginning to think she might just be one of those people too.

"He's a really good guy, isn't he?"

He nods. "Yeah, definitely wouldn't do to me what I did to him." He looks away.

"As much as I'm an advocate of the truth..." After all, she'd been the one to tell Finn, even if her actions weren't completely selfless. She'd been the only one with enough guts to be honest. "...I think that maybe in this particular situation, it would only do more harm than good."

He looks at her, wondering where she's going with this.

"By telling him, we're only going to hurt him and sure, our consciences will be guilt free but we'll lose a friend." He can't totally disagree with that, although he thinks it's probably more complicated than that. "Perhaps, if we give him sufficient time, he'll realize just as I did that these feelings he's having are nothing more than an intense infatuation developed over months of unrequited desires."

He cocks an eyebrow. "How about we try that in English this time?"

She rolls her eyes. "It's just a crush. It's built on fantasy."

He recalls her telling him something along those lines the first time they had tried dating. It seemed like a long time ago now.

"I see. So, you think he'll just realize that one day? When it's so obvious he's still hung up on you despite you telling him that you just want to be friends."

"Well, okay so it's not that simple. I mean, I only realized it after I started spending time with you. Perhaps he needs to do the same."

"Yeah, maybe." Thoughtfully before grinning. "As for you, who can blame you? I'm a total stud, it's only natural you'd fall for my good looks and of course, I'm a fucking God in bed."

She shakes her head, giving him an exasperated expression. "With an ego like that, I'm surprised that there's room in this truck for me at all." She quips.

He chuckles. "I might not be modest, but you know I'm not lying either. My sexual prowess is legendary, baby."

She sighs. "I'm well aware of that and as hard as it is for you to believe, it's not what impressed me about you."

He raises an eyebrow. "Now, I can't wait to hear this." He pauses and then quickly adds. "And don't you dare say some shit like it was how I cried in front of you that one time." Deathly serious. Because damn, that could really mess with a guy's head, let alone his ability to get _it _up ever again.

She tries to hide her smile, failing miserably. "I wasn't, but now that you mention it, your emotional vulnerability-"

He slaps his hand over her mouth. "For your sake and mine, I wouldn't finish that sentence if I were you." He threatens in a playful manner.

She removes his hand, smiling. "What I was going to say was that the thing I found most impressive about you was that you're not who everyone thinks you are. There's so much more to you than you let other people believe there is. Like you're actually kind of sweet..."

He makes a face. "That's just as bad as the crying remark. I'm not sweet, I'm badass." He insists.

She continues. "...once you get past all the harsh and abrasive attitude. Plus, you're quite talented. You have a great voice and you're an excellent guitar player, I just know you're going to go out there and do amazing things."

Her belief in him astounds him, he wants to believe she's right.

"And you're really very smart. You just don't apply yourself enough and your work ethic is atrocious, and for some reason, you prefer it if people just naturally assume you're unintelligent." And then she sighs dramatically. "And yes, while it's not a secret that you're very skilled when it comes to pleasing women..."

He smirks. "Baby, I'm going to rock your world." He says with conviction.

She flushes slightly. "...yes, well... I know it's not the only thing you want, despite popular belief."

He doesn't know how to respond to that, except honestly. "Yeah, well that wasn't always the case. In fact, that has never been the case until now." He sighs. "If you haven't figured it out, this is new to me, the whole serious boyfriend thing. I don't do relationships. I do hook ups at parties and quickies in the back of a car. I've never really been boyfriend material because I've never been good at it."

"I beg to differ." She replies.

He smiles ruefully. "You say that now because I have yet to fuck things up."

"Don't worry, I won't let you." Squeezing his hand reassuringly before glancing at her house. "But I should get inside. I'll see you tomorrow."

He nods. "Yeah, I'll see you tomorrow."

She presses a quick kiss on his lips and then she's getting out of the truck, her skirt flipping up just a bit and he groans inwardly, catching a glimpse of her underwear. Black and not of the sensible cotton variety, he can't be sure but he thinks they're silk. What he does know for certain is that the drive home is going to be a very painful and uncomfortable one. He reaches down and makes an adjustment before putting the truck into gear and backing out of her driveway.

TBC...

Song Credit: Hero Heroine by Boys Like Girls

Once again, thanks for all the feedback, I appreciate it greatly.


	9. Breathe

**9. Breathe**

_Never wanted this, never want to see you hurt  
__Every little bump in the road I tried to swerve  
__But people are people and sometimes it doesn't work out  
__And nothing we say is going to save us from the fall out_

_And we know it's never simple, never easy  
__Never a clean break, no one here to save me  
__You're the only thing I know like the back of my hand_

_And I can't breathe without you, but I have to  
__Breathe without you, but I have to_

It's early in the morning, she's in the kitchen, sipping a cup of coffee still in her pajamas. Her fathers have just left for work and she has an hour before she has to get to school, just enough time to shower and change and grab some breakfast to go.

She makes her way upstairs with her coffee mug, walking into her bedroom and nearly spilling her coffee when she starts at the sight of Noah, lying back on her bed with a dangerous grin.

"Morning, Berry." Sounding far too chipper for this early in the morning, especially for him.

"What are you doing here? How did you get in? My fathers just left, if they saw-"

"Berry, calm down!" Interrupting the slew of questions.

"Calm down? _Calm down?!_" She glares at him incredulously.

He rises from her bed. "God, you're sexy when you're pissed." Walking up to her.

She opens her mouth, but no words come out. She doesn't even know how to justify that with a response.

"What I'm doing here? I think that's obvious." He lowers his eyes suggestively to her sleeping attire, pajama pants and a thin camisole. "How I got in?" His eyes swing to her window. "I'm excellent at climbing trees, trellises, drain pipes... you name it, I've climbed it. It's a talent." He says quite proudly. "And as for your dads, I waited until they turned off your street before I snuck in. My truck is parked three houses down so they wouldn't have spotted it. I have done this a time or two before, you know." He tells her before snaking an around her as his other hand removes the coffee mug from her grasp, placing it atop her dresser. "Do you always look this good in the morning?" He whispers huskily.

And she's certain that she doesn't look that good. Her hair is probably all sleep mussed and her face is scrubbed clean of makeup and she has coffee breath, but he doesn't seem to care as he leans into capture her mouth. And all she can do is kiss him back because God help her, he's hard to resist when he's like this. All hot and horny and really happy to see her.

His hands are everywhere, sliding down her back and slipping under her shirt, his fingers dipping into the waistband of her pajamas before moving lower and cupping her ass over her panties. His other hand is tangled in her hair, cupping the back of her head as his mouth attacks hers over and over again. He tastes like the mouthwash he'd used this morning, the distinct minty taste lingering over her tongue.

"I want you." He mutters against her lips. "Do you want me?" He asks, this time breaking the kiss and looking down at her.

Her eyes flutter open and she tries to focus on what he's asking, rather than the hand that is currently trailing down the line of her spine beneath her top.

She blinks a couple times. "Noah, there's not enough time."

"I can be quick." He smirks.

She knows he's joking because on more than one occasion he's told her that when they do have sex for the first time, he's going to take his time and he's going to make her scream his name when she comes.

She begins to protest when he begins to walk backwards towards her bed, tugging her along with him. "Noah, I have my English review first period, I can't be la-"

His presses his lips to hers, cutting her off. "Just for a little while." He whispers as he turns them around, so that her back is to the bed now. "I'll get you to school on time, trust me." Deepening the kiss and she concedes as she's sure that he knew she would.

He gently urges her down as she eagerly pulls him on top of her without breaking the kiss. He rests atop her between her legs, the rough texture of his jeans sliding against the thin cotton of her pajamas and she feels her panties grow damp from the friction. It goes on like that for several minutes until he's sitting up and tugging his shirt over his head, throwing it onto the floor somewhere beside her bed. Her pajama pants follow quickly, leaving her in her pale pink panties and matching camisole, which does little to hide the fact that she isn't wearing a bra.

He leans back down, kissing her deeply as her hands slide down his back, feeling the muscles shift beneath. His hand moves along her thigh, curling behind her knee and pulling it up around his hip as he rocks against her. Her breath catches in her throat as she feels him hard and ready, exactly where she's soft and aching. The rough denim rubs against the damp cotton and she whimpers.

They've done this before, the technical term for this being dry humping and she likes the sensation that it causes, the feel of him there. Heat pools in her belly and a slow ache sets in that makes her press against him harder, hoping to relieve it and only to have it grow and grow until she almost feels like she's going to spontaneously combust. But she doesn't, it just keeps her on the edge of something unknown and wonderful and scary.

His mouth moves to her neck, hot and eager, sucking and licking as he kisses his way down. "Let me touch you." He breathes against her skin.

She knows what he's asking; it's not the first time he's asked. She feels his hand low on her stomach, his long fingers dipping just into the elastic band of her panties and she tenses a little.

He pulls away to look down at her, his eyes are startlingly dark, the green almost gone. "I can make you feel good. Let me make you feel good." Almost reverently.

And she wants him to, she does, but she's scared too and he seems to see that. There's no disappointment in his eyes though, he just leans down and kisses her sweetly. And somehow, that's enough to ease her fears.

"Okay." She whispers. And he looks at her and she nods in affirmation.

He kisses her again and she kisses him back, her hand running over his mohawk. He swirls his tongue around in her mouth just as she feels his fingers slipping into her panties over the neatly trimmed patch of damp curls.

He groans into her mouth. "So wet. Baby, you're so wet." He breaks the kiss.

She bites her bottom lip, he's watching her expression as he touches her, carefully, almost meticulously. One of his fingers circles her clit and she arches against his hand.

He flashes her a wicked grin. "Like that?"

She assumes it's a rhetorical question because he obviously knows what he's doing and her reactions shouldn't be too much of a surprise to him. He's obviously teasing her and enjoying it.

She's about to tell him to stop being mean when he gently eases a finger inside her, causing the words to die on her lips. He moves it around inside her, the sensation is unlike anything she's felt before. And then he withdraws it and she opens her mouth to protest when he adds another finger to join the first one.

"Noah." She breathes instead.

"Say it again." He urges.

His fingers moving inside her in a slow rhythm and that ache begins to grow again. It feels strange, but in a good way and when his thumb presses against her clit she can't help but moan his name again. The ache grows and grows as his fingers move faster and deeper and harder and this time she feels like she might actually...

"Oh God!" His fingers curl inside her the exact moment his thumb pushes against her clit and she's coming for the first time.

It's not at all like the books describe, it doesn't even come close. The flood of warmth and the feeling of falling is a heady combination. Every nerve in her body is tingling and pulsating with awareness that she's certain she's never had before. It spreads through her like wild fire and has her head spinning and her heart racing. It's intense and incredible and overwhelming. It leaves her breathless and boneless and it's the best feeling in the world, she's sure of it.

"You okay?" He asks, she'd almost think he was being sincere if it wasn't for the smug look on his face.

She isn't really capable of forming a coherent thought right now, let alone a sentence and he grins.

"Rachel Berry. Speechless. Wow."

"As if your ego needs anymore inflating." She mutters and he chuckles, slipping his now damp fingers from her panties and rolling onto his back.

She turns her head and watches as he stares up at the ceiling, his brow slightly furrowed, like he's thinking really hard. She can almost hear his thoughts, football stats and maybe Coach Tanaka in those completely inappropriate small shorts. She thinks it's cute and at the same time, there's something innately hot about Noah Puckerman lying on her bed aroused and frustrated and trying desperately to think of everything and anything to ease his current state of arousal.

She rolls onto her side and places her hand on his stomach, feeling his abdominal muscles

clench beneath the smooth skin. She slides it lower, closer to the significant tent in his pants.

He grabs her wrist and her eyes dart to his face. "It's okay, I want to."

He closes his eyes and lets out a breath. "Shit, you shouldn't say things like that to me."

"Why?" Confused. Didn't he want her to?

He opens his eyes, staring at her. "Because you have exactly thirty minutes to shower and change before we have to go to school and if I let you do this, we're definitely going to be late."

Her eyes widen when she sees the clock by her bedside table on the other side of him. "Noah! Why didn't you say something sooner?!" She scolds, getting off the bed and rushing around her room grabbing clothes from her closet and drawers.

He simply lies there, watching with an amused smile on his face that makes her want to roll her eyes. She turns to him about to tell him how he's not helping matters and if they're late and she misses the review, he can forget about this ever happening again. Except that's not what comes out.

"Noah?" Pausing at the bathroom door.

"Yeah." Looking at her.

"Thank you." She says genuinely grateful.

"My pleasure." And it's not smug or cocky, it's totally sincere. Even though she's certain that she's the only one who experienced pleasure of any kind while he's the one left feeling completely unsatisfied and frustrated.

He's true to his word though, they're not late and she doesn't miss the review.

She watches him across the hall; he's at his locker with a couple of the guys from the basketball team and Finn. He looks up and catches her watching and she looks away, flushing because all day she's been having trouble getting what happened this morning out of her head. She can't stop thinking about where his hand had been and the way he made her feel and how she wants him to make her feel that way again. _God, what has he done to her? _

He makes her feel out of her element while still making her feel completely comfortable. _How does he do that? _He gets her to stop being obsessive and neurotic and crazy because she knows that most of time that's what she is. But when she's around him, she's almost normal. He makes her forget and just stop thinking about all the things she desperately needs to control, instead letting him control things for a change. It freaks her out just how easily he can do that; just suck her into the moment with him, until it's just her and him. Rachel and Noah.

She has always been the epitome of self-determination, a firm believer that one controls their own life. Her future is important to her, it's the thing that drives her and pushes her and there's little that deters her when she puts her mind to something she really wants. And ever since she was little girl she's known exactly what she wanted her life to be like. She was going to be a big Broadway star, her name in lights with sold out shows every night. Only now, it's not the only thing she wants.

And it terrifies her because he's the one thing she hadn't planned for or predicted happening, and it's just like him to go and mess it all up. He's uncontrollable and indefinable, he doesn't always fit into the pre-organized categories she has for her life. He's a new addition, penciled into the script at the last minute and suddenly, for the first time in her life, she doesn't how the story is going to end. She only knows that it's too late for her to revert to her original plan and there are no more rewrites left. She can only hope that it doesn't end in disaster or worse, heartbreak. Because she thinks that he really could break her heart if she lets him.

She takes a few breaths and turns around, nearly walking into a pregnant Quinn. "Sorry." She says.

Quinn smiles, it's unnerving and uneasy. "It's Puck, right?" She says with a knowing smile.

She frowns. "I'm sorry?"

"I know that look. I've had that look." She explains.

"We're just-"

"Friends." She finishes. "Look, it's none of my business, but I feel like I should warn you." Almost sounding sincere.

Narrowing her eyes at the blonde. "Warn me about what?"

"About him. About the way he is." She says. "He's really good at making you feel special, like you're the only one. But you have to know, with Puck, you're only one of many."

"It's not-"

"Like that?" She gives her a sympathetic look. "It's always like that with Puck. And you don't realize it until it's too late and you've just made the biggest mistake of your life." Her eyes falling to her rounded stomach. "Believe me, I know."

"Look, I appreciate what you're doing, but it's not necessary. This isn't the same thing." Insisting.

"Do you really think that? That what you have with him, whatever it is, is all that different from what he's done with dozens of other girls before you."

Pushing her shoulders back and standing up straighter. "Yes." With conviction. "What happened between you and Puck doesn't give you the right to presume that what's going on between me and him now is the same thing."

She raises an eyebrow. "I'm not presuming anything. I'm just calling it like I see it. The secrecy. The sneaking around behind Finn's back. The lies. It doesn't seem all that different to me."

She looks down because she really can't argue that point, even if her and Finn aren't dating and she's not cheating, and Noah and her are technically together and not just having some affair.

The blonde girl sighs. "Look, we may not be friends, but you did something for me when I didn't have the guts to." She admits and Rachel looks up, a little surprised. "So, I feel like I owe you this."

She waits to hear what the former cheerleader has to say.

"He can be sweet and un-Puck like at times, so much so that it makes you think that he's different around you, just you. He'll make you laugh and he'll make you think you can trust him." She says softly, sadly, almost as if she's remembering a particular moment when he'd made her feel exactly that.

She takes a breath, steeling her gaze on her. "But you can't. Because he's Puck and he will always be the same old Puck. Maybe he'll try to be someone else, to be someone he's not, and maybe for a little while, he'll even pull it off. But eventually, he falls into his old habits, the same patterns, and it's only a matter of time before he's breaking your heart and ruining your life, even though he won't mean to and even though he's not a bad guy. He just has the habit of messing things up and selling himself short and taking you down with him." She says softly. "So, all I'm saying is be careful."

And with that she walks away, her blonde ponytail swishing behind her, leaving her to watch. She doesn't want to believe her. She doesn't want to believe that this morning was nothing more than an act, that these past couple of months hadn't been real at all. Or worse, just some sick game.

She thinks about how she'd befriended him when no one else would and how he opened up to her in a way that could not possibly be fabricated. She thinks about how he is different around her, yes he's sweet like Quinn said, but it's more than that. He's actually shown her that he's not the same boy who slept with his best friend's girl simply because he wanted to or thrown slushies in her face because he was dared to. She doesn't deny that the majority of time he's still Puck with his crass remarks and complete disregard for tact. However, there are these bright moments in which she sees that those are not the only things that define him. Maybe they once did, but not anymore.

The bell rings, bringing her out of her thoughts. Quinn is wrong about him this time. And with that final thought, she heads to her next period class, navigating her way through the crowd.

The girls' bathroom has always been the hotbed for juicy gossip and sordid tales of who hooked up with whom, which is why she's not surprised when she walks in to see Brooke Stevenson and Jill Taylor whispering and giggling like school girls.

They're the two of the most popular girls in school these days. Brooke is pretty with green eyes and dark hair, the head cheerleader, basically Quinn Fabray before she became pregnant. And Jill is her second in command, dirty blonde and sparkling blue eyes that fail to hide that there's really not much else there beyond the superficial good looks. Together they're stunning though and there's no doubt as to why all the boys in school drool after them like slobbering dogs in heat.

They don't pay any attention to her as she washes her hands in the sink, too preoccupied with inspecting their looks in the mirror. Sure, she thinks that it's important to look your best as well, being well groomed and a good skin care regime is vital to one's personal hygiene. But the way they're scrutinizing their reflections in the mirror is bordering on narcissism.

"Do you think I need a nose job?" The brunette asks, touching the tip of her nose and pushing it up slightly.

The blonde gives her a look. "Please, your nose is perfect. My lips are too thin." She purses them as she applies a coat of lip gloss.

"So, you know who I think has been looking very yummy lately?" The brunette turns to the blonde.

"Who?" Curiously.

"Puck. I saw him at practice last week." She informs with a breathless sigh. "He was looking totally hot."

"And he's totally trouble, Brooke. Quinn Fabray didn't get in the condition she's in all by herself, you know."

Rachel isn't exactly sure what she's supposed to feel. Jealous because Brooke was obviously ogling her boyfriend, albeit, no one knows that he's her boyfriend. Angry because Noah had failed to mention that he was being hit on by the head cheerleader. Indifferent because she knows that it doesn't mean anything. _It doesn't, right?_

"Well, obviously." The brunette rolls her eyes. "But Puck has always had a reputation. Honestly, she should've known better to even get involved with a guy like him if she wasn't prepared for the consequences."

"He's a complete asshole. A hot asshole, but an asshole."

"Well, I'm not looking to date him, just have a little fun. What's wrong with that?" She asks with a smile. "Santana told me that he's the best she's ever had."

"Well she'd know, right?" The blonde snarks.

The brunette laughs.

Rachel wishes she could just disappear or better yet that she hadn't come into the girls' bathroom at all. This is not what she wants to hear. She doesn't want to know how good her boyfriend is in bed from a secondary source. She doesn't want to listen to girls talk about how hot he is and how badly they want to get into his pants. And mostly, she doesn't like the way they automatically assume that they actually can.

She's not in denial. She knows that he's been with girls her age, a lot of them. She even knows that he's been with older women, old enough to be his mother. She knows this and it's no secret either. But that doesn't mean that she wants to hear about it. It all makes her feel violently ill.

"There's a party at Alex Cooper's tonight, I'm thinking of asking Puck."

"He hasn't been on the party scene in months. The whole baby thing really did a number on him." Almost sounding as if she cared.

"Exactly, he's vulnerable and he's going through a difficult time in his life, which is why he needs someone to console him and take his mind off of everything."

"And let me guess, you're just the girl for the job?"

"Of course."

They giggle as they walk out of the bathroom, not even noticing her. She knows better than to let it bother her. She knows better than to think the worst. But she can't help it, first Quinn and now this. And on top of all that, she and Noah hadn't really been able to see each other during school like they normally do. At lunch, he'd sat with Finn and the guys instead of blowing them off because they were beginning to get suspicious. Fifth period wasn't spent at the bleachers because she'd forced him to go to his math class, it wasn't a good idea to skip so close to exams. And after school, he has basketball practice.

Her thoughts once again drift to what Brooke had said about seeing Noah at practice and how, according to her, he'd checked her out. She tries not to think about it, instead trying to replay the events of the morning, how amazing it was and how good he'd made her feel. But it's too late, the seed of doubt has already been planted in her head and now it's all she can think about.

She sits in the bleachers in the gym, a book on her lap as she pretends to read, rather than stealing glances at number twenty as he does drills up and down the court. She doesn't know if he's noticed her yet, if he has, he hasn't made any indication of it. Usually, when he has practice, she studies in the library or works on glee material in the practice room. This is the first time she's come to one of his practices and she's curious to see his reaction. He's never asked her to come and she figures that's because of the whole secrecy of their relationship. _Or maybe it's for an altogether different reason_, a small voice in the back of her mind says.

There's a bit of a break and he walks over to grab a water bottle from where a table is set up and that's when he looks up at her, his patented smirk in place. So, he'd obviously noticed her and he seems pleased to see her, not at all annoyed. And all those conflicting feelings she's been having begin to fade; that is, until she sees Brooke approach him in her cheerleading costume.

She watches as the girl flirts with him, giggling and batting her eyelashes. He doesn't flirt back, but he doesn't give her the impression that her attentions are unwanted either. In fact, he seems completely relaxed and not at all uncomfortable when the girl places her hand on his arm. He acts as if it's totally okay for her to be coming onto him, like it's a normal occurrence. For all she knows, it probably is. This probably happens to him all the time and she has just been stupid enough to believe he's been turning them away. _Stupid girl._

She watches him from across the parking lot, as he leans against the familiar black truck, he's smoking. He takes a quick last drag and drops the remaining bit, putting it out with his shoe. Blowing out the smoke slowly, he looks around, scanning the lot until his gaze lands on her. He fishes out a pack of gum from his pocket, popping a piece into his mouth as she approaches.

"Hey..." He smiles. "...so that was a nice surprise."

"Was it?" Unsure, although he sounds genuine.

"Hell yeah." He wiggles his eyebrow. "Although, you've got to warn me next time because when I first saw you sitting up there, I totally missed the layup. Plus, you checking me out is a total distraction." He grins. "Not that I blame you."

When she doesn't smile, he grows visibly concerned.

"What's wrong?"

She frowns. "I thought you said you were trying to quit smoking." Changing the subject.

He sighs. "The operative word being trying." He shrugs. "I guess, it's true what they say about old habits."

She looks away, Quinn's words echo in her head. _Maybe he'll try to be someone else, to be someone he's not, and maybe for a little while he'll even pull it off, but eventually, he falls into his old habits, the same patterns._

"Look, if it bothers you that much, I won't smoke around you." He offers.

"I would prefer it, if you didn't smoke at all." She mutters.

"Well, I tried, doesn't that count for something?" He asks.

She shakes her head. "You didn't try. A couple days of not smoking is a half-ass attempt at best."

"I don't know why you're making such a big deal about this."

"I don't know why you're surprised that I don't like you smoking."

"I'm not surprised you don't like me smoking. You've made that pretty clear from the beginning and I made it clear that I don't like being told what to do." He stares back at her and she doesn't meet his gaze. "So, why don't you tell me where all this is coming from and what it's really about because it sure as hell isn't about the smoking."

She doesn't respond. She wonders when he got so good at reading people, or maybe just reading her.

"Is it about this morning? Because you seemed okay with it at the time, otherwise I would never have..." He looks away, shaking his head. "Shit, I should've known you would freak out like this." More to himself than her.

Her eyes dart up. "It's not about this morning. This morning was perfect. The only perfect thing about this whole day in fact."

His brow creases. "Why? What happened today?"

She doesn't want to go over it with him now, and certainly not standing in the school parking lot when it looks like it's about to rain.

"I don't really want to talk about it. Can you please just take me home?" She tells him quietly.

He stands there for a second and she thinks he might actually push her on it, but he doesn't because that's just how he is. Never pushes. Never asks her to be someone she's not. She used to be okay with who he is too and now suddenly, she wants him to be different and she knows it's unfair, changing the rules on him. But that's how she feels and she can't help it.

He opens the passenger door for her and she gets in without a word. He walks around and gets in the driver's side, starting the ignition and pulling out of the parking lot.

"Are you going to Alex Cooper's party tonight?" She asks, staring out the window, not looking at him. She doesn't like feeling this way, insecure and needy and desperate.

"Alex..." He stops and then sighs aloud. "No." His tone is different now, a little tense and clipped.

"Why not?" Out of the corner of her eye, she sees him look at her.

"Because I don't feel like it and I thought we had plans." He answers. "Obviously, that's out." He mutters under his breath.

"Is that the only reason why you're not going?"

He scoffs at her question, sounding a little disgusted by it. "Why don't you just fucking ask me what you really want to ask me, instead of dancing around it?" Sounding angry now.

She turns to look at him. "Did Brooke Stevenson ask you to the party?"

"Are you shitin' me? That's what this is about?!" He exclaims.

"Did she?" She presses, ignoring his indignant response.

He stares back at her for a long time before turning his attention to the traffic and the now green light and finally answering. "Yeah, she invited me to the party and for a whole lot more." He says unflinchingly as he drives. "Do you want to know what specifically she offered to do for me too? Because I'll tell you, not that it should matter because I turned her down."

She blinks back tears, trying really hard not to cry. "I see."

"Fuck, you don't get to do this!" He shouts suddenly. "You don't get to cry and make me feel like shit when I haven't done anything wrong!" Slamming his fist against the steering wheel.

She inhales sharply. "Pull over." She says quietly.

She's not afraid he's going to hurt her; he would never lay a hand on her or any girl for that matter. She just can't be in the same space as him right now because she's moments away from breaking down and she doesn't want him to see.

He throws her an incredulous look. "What?"

"Pull the truck over, Noah!" Louder this time.

He does as she asks, bringing the truck to the side of the road with jerk. "What the fuck?"

She doesn't dignify his question, if you can even call it that, with a response. She just simply grabs her book bag and gets out of the truck, slamming the door behind her. She begins walking down the sidewalk with quick purposeful strides as it begins to rain. A second later, she hears the other door slam.

"Rachel!" He shouts after her. "What are you doing?!"

He doesn't use her first name very often, just when he's being very serious or really mad. It always jars her a bit, hearing her name slip from his mouth like that.

"I'm walking!"

He catches up to her fast, his legs are longer than hers. Sometimes she hates being short. "This is fucking crazy!"

And just like that something in her snaps, gives way, and she spins around then, catching him off guard and causing him to nearly smack right into her. "You're right! It was crazy to think that you and I could ever work."

"What? Where the fuck is this coming from?"

He's clearly feeling completed blind-sided and she can't blame him, considering that just this morning he had his hand inside her panties and she was moaning his name as she experienced her first orgasm. But she thinks it's better this way, before it gets harder and it hurts a lot more and the damage is more substantial.

"Is this about Finn and the sneaking around?" He asks. "Because if that's the reason, I already told you that if you want to tell him, we'll tell him. I thought we agreed that breaking up is not the solution. Let's just go over to his place and tell him now." He reaches for her hand and she pulls it back.

"It's not about Finn. It's about us. It's about how this isn't working."

"Like hell it isn't?!" He grabs her arms a little roughly and she knows she'll have bruises there. The rain begins to come down harder, soaking them. "Just tell me what happened at school so I can tell you that you're being your typical drama queen self and you can call me an insensitive jerk and we can move on." His voice softer now.

"It doesn't matter what happened at school. The point is that this wouldn't have lasted anyway. We would have eventually broken up, so why prolong the inevitable?" Managing to keep her voice surprisingly steady.

"Well yeah, I guess if you put it that way, we never had a shot in hell." He scoffs. "And hey, especially, if you're going to be accusing me of screwing around on you when I haven't given you any reason to think I would. That's what this is really about, isn't it?"

"If you really must know, yes! And you say that there are no reasons, but there are, Noah!" She shouts over the sound of the downpour. "How many times a day do girls just come up and flirt with you? How many of them offer you sexual favors? You've already admitted that Brooke offered to perform oral sex on you, why should I think she's the first?" She blurts it all out.

He doesn't even flinch and she figures that she has her answer right there. She can't compete with that and she doesn't want to.

"She's not and she won't be the last either. But who the fuck cares how many times it's offered to me? When all that should matter is how many times I've actually accepted any of those offers." He leans closer. "Which, by the way, if you're even interested in knowing, is none."

She stares back, blinking away the water from her eyes, causing her lashes to stick together and her mascara to probably smear.

"I haven't been with anyone for months, even before we started dating, or whatever the fuck it is we're doing, because I haven't a fucking clue anymore!" He towers over her, invading her personal space. "But that's not the problem, is it? You've already decided that I'm going to cheat on you one day, it doesn't even matter that I haven't." He sighs, stepping back and turning around to walk away a bit, shaking his head in utter disbelief.

"Shit! Do you know how fucking messed up that is, Rachel? You're breaking up with me because of something that hasn't even happened." He spins around to face her again. "But you seem to think it will, which is news to me because you'd think I'd definitely know whether or not I was planning to fuck another girl." He spits out. "But obviously I'm the one who's got it all wrong and apparently, you're psychic along with being completely off your rocker!"

"I don't have to be psychic to know it's who you-" She stops, realizing what she's about to say.

His expression hardens. "Who I am." He finishes for her.

Instantly remorseful. "That came out wrong. It's not what I mea-" The look on his face causes the words to get stuck in her throat as she chokes back tears.

"Well fuck. If that's what you really think then yeah, maybe you're right, this would never work out." He sounds hurt and broken and tired, and she did that to him. "In case you even care, this is the first time I've been with a girl when it's not even about the sex. In fact, I haven't even once thought about screwing around on you, in spite of how many girls offer it up to me." He confesses. "And you want to know what's really fucked up about all of this? I was okay with waiting until you were ready."

And she doesn't know what to say, if there's anything she can say. She has this sick feeling in her stomach and her heart is caught in her throat, choking her. Because the very thing she had been so certain of just moments ago is the very thing she isn't sure about anymore. It had seemed like she'd made the right choice, the sensible decision, but now it just feels like a horrible mistake. Like she'd just thrown away the greatest thing that's happened to her in a long time, all because of some unfounded fear and her own selfish desire to protect her heart.

"Noah, I'm sor-" She steps towards him and he flinches, moving back.

"Forget it. Just- just get in the truck and I'll take you home." He says before turning and walking back to the truck.

She stands there for a moment in the rain, her coat soaked through and her hair dripping wet, but she doesn't care. She doesn't know how this happened. How could a day that started out so wonderful with so much promise end so terribly?

She bites her bottom lip hard, attempting to keep the sobs at bay, wishing that somehow she could just go back to the start of the day and do it all over again. Only this time, she wouldn't let Quinn's words put doubts in her head or let Brooke Stevenson with her perfect hair and flirtatious smile get to her and instead, she would just trust in what she's known all along, that Noah is not Puck.

TBC...

Song Credit: Breathe by Taylor Swift

A/N: Yes, I know it's a horrible place to leave you all, but I promise this is only a hiccup and you will not have to wait a month for the next update.


	10. Prodigal

**10. Prodigal**

_We say goodbye, I turn my back  
__Runaway, runaway so predictable  
__Not far from here, you see me crack  
__Like a bone, like a bone I'm so breakable_

_I take everything from you  
__You'll take anything, won't you?_

_Runaway, runaway like a prodigal  
__Don't you wait for me, don't you wait for me  
__So ashamed, so ashamed but I need you so  
__And you wait for me, and you wait for me_

His head aches and the room spins and he thinks he's going to be sick, if he hasn't already been. He opens his eyes and immediately regrets it; the sun is streaming through his wide open curtains and window, obviously his point of entry late last night. Although, he can't be sure and he thinks he would've needed some help at the very least.

He tries to think back to the night before and it's all a little fuzzy, like bad reception on a television. His head protests loudly at the very idea of even trying to perform more than basic functions at the moment. He runs his tongue along his teeth, the familiar furry sensation is a sure sign, if the headache isn't a big enough one, that he'd had far too much to drink last night.

He lies there for a bit, hoping for the room to stop spinning for just a second. He's no stranger to being hung over, but it's been awhile since he's gotten completely hammered at a party. Lately, he'd been too preoccupied with- he stops as he vividly recalls the events that had led up to him getting all shit faced at AC's.

If you ask him, he still couldn't tell you what happened. One moment she's moaning his name as she comes around his fingers and thanking him, and the next they're standing in the rain and she's telling him it's over because according to her, he'll never be able to keep it in his pants. Talk about being completely mind fucked.

So, of course, in typical Puck fashion, he'd gotten wasted. It seemed like a good idea at the time. Now, not so much. He attempts to sit up carefully, no sudden movements, or he's certain he's going to ruin his favorite green sheets. Slowly, he swings his feet over the side of the bed and then stands, his head throbs as the blood rushes to his brain. It takes him a second to get his bearings, but he manages to make it to his window, yanking the curtains close and dousing the room in darkness much to his relief.

His bedside clock reads 11:07 am, he's missed his morning classes he realizes, and then it occurs to him it's Saturday and there's no school. He's tempted to just go back to bed and sleep off the hangover, but his mom will be on his ass about how he's throwing his life away and he's a bad Jew and no better than the Nazis, and frankly, he can't listen to that shit anymore.

He manages to shower and change into a pair of track pants and a t-shirt before making his way downstairs in search of some Aspirin. He can smell coffee and something else really good. Sara's in the living room, sitting on the couch in front of the TV, eating pancakes drenched in syrup.

"Hey Squirt, who made the pancakes? Mom?"

"No, Mom got called in for an extra shift. Rachel made them." She says all too casually.

"Rachel?" _What the fuck?_

She nods. "Yeah, she came over this morning to see you, but I told her that you were still sleeping and that you probably wouldn't be up until after noon. She asked if she could wait and then she offered to make me pancakes." She explains. "They're really good. You should ask her to make you some too. She's in the kitchen." Turning back to her show, stuffing another fork full of pancake into her mouth.

He stands there for a good minute, trying to absorb what his sister is telling him. Rachel Berry is in his kitchen making pancakes. What the fuck is she doing here? God, he had a feeling that this wasn't going to help the pounding in his head.

He walks out of the living room into the kitchen and stops, watching as she stands in front of the stove, cooking breakfast as if it's the most normal thing for her to be doing, even though just yesterday she'd broken up with him on the sidewalk. She's wearing a black sweater and a red, gray, and black plaid skirt with matching knee socks. As odd as it is to have her standing in his kitchen on a Saturday morning, he has to admit that she looks hot.

"What are you doing here?" He asks, startling her.

She turns around. "Noah, you're awake."

He stares back. "What are you doing here?" He repeats.

She straightens her posture. "I came by to talk to you and your sister said that you were sleeping. She said it would be okay if I waited and she was hungry, so I made some pancakes." She points to a plate with a stack of them that she'd just taken off the stove. "I made some for you too and there's coffee." Motioning to the freshly brewed pot in the coffee maker.

He simply stands there.

Her gaze falters slightly. "I completely understand if you don't want to talk to me and if you'd rather I just leave, but I tried calling you and texting you last night and you wouldn't respond." She says and he vaguely recalls seeing her name on his caller ID, but ignoring it.

Lifting her eyes to look at him once again. "I just wanted you to know that I'm sorry about yesterday. I'm sure that seems less than adequate for the things I said to you and accused you of and for basically breaking up with you for no reason at all." She rattles on.

And his head begins to spin again and he walks to the cabinet where the Aspirin is kept.

"I fully expect you to be angry and upset and you have every right to hate me right now and if you never want to see me again or talk to me then I'm fully prepared to accept that. I deserve it. I-"

He turns to her then. "Look, my head is killing me and you're talking isn't helping matters, so maybe you could just shut up for like two minutes!" He snaps and then knocks back the two small tablets with a glass of water.

There's maybe a full minute of glorious silence before he hears her speak again.

"Are you- are you hung over?" She whispers quietly.

Rolling his eyes. "Yes, and if you could hold off on the fucking lecture until after my head stops pounding, I'd appreciate it."

"Oh." And then there's a pause. "Oh." She repeats.

He figures that she's just put two and two together, realizing that he'd gone to the party last night, the one he'd told her he wasn't going to, but that was before she'd broken up with him. And it was also the reason why her calls and texts had gone ignored.

"Well I'm going to just... go then, I guess." She says and then looks at him with those eyes, all dark and glassy and sad and sorry. "I'm really very sorry for hurting you, Noah." She says sincerely before making her way out of the kitchen.

"Wait..." He calls out, sighing heavily. So help him God, he can't let her go. "...don't go."

There's just something about her that keeps him coming back for more. The words a glutton for punishment come to mind. She accuses him of screwing around behind her back. She makes him feel like total shit. And breaks up with him. And for some reason, that's not enough for him, he just has to go back for more, and he knows there'll be more. He might as well just cut off his balls now and hand them over because he's pretty sure that 'The Property of Rachel Berry' is stamped on them.

They head up to his room and she takes a seat on his haphazardly made bed while he leans back against his desk, the chair currently having a pile of his clothes on it.

"What happened yesterday? Because I got to tell you, I'm still trying to figure it out." He asks point blank.

She looks at him, apologetic. "I know." She takes a breath. "And to be honest, I'm not exactly sure what happened. The morning was wonderful and you were great and then I ran into Quinn…"

And it all begins to make sense now. "Figures." He mutters darkly.

"To be fair, I don't think she was trying to be mean or nasty. She seemed to genuinely want to help."

"Yeah, well next time you can tell her to fuck off!" He shoots her a look. "I thought that's what you were going to do when anyone tried to tell you what an asshole I am."

"I did. I told Quinn that I appreciated her concern but it was unwarranted." She looks down. "But then Brooke was in the girls' bathroom and she was talking about you and how she pretty much wanted to get you into bed."

"So, just because she says that you automatically assume that I'm going to?" He doesn't try to hide the fact that that hurts. "It's nice to know that you have so much faith in me." He mutters sarcastically.

"I do!" She gets off the bed. "I do have faith in you." She stares up at him with those dark brown eyes that threaten to drown him. "I just- I don't know… I had a moment of doubt and I'm sorry." She admits.

"So, what happens the next time you walk into the girls' bathroom and some Cheerio is talking about wanting in my pants? Or the next time some member of the Gleek Squad decides to give you their two cents on us?" He asks. "Because I got to be honest with you, if you're going to accuse me of cheating on you every time some girl even looks my way, then I don't need that shit. If you haven't noticed, I have enough drama in my life without your daily dose of crazy." He knows it sounds harsh, but he has a right to be pissed.

There's a pause. "I shouldn't have accused you of cheating. It wasn't fair and…" She takes a breath. "…as much as I want to promise that it won't ever happen again, I can't. Because well, as I'm sure you've noticed, I have the tendency to be a bit of a drama queen."

"A bit?"

"Okay, a lot. It seems to be what I do." She concedes. "But you knew that when all this started between us."

She has a point. But that doesn't mean that she could get away with accusing him of shit he's not even guilty of. He didn't deserve that.

"So, I should just chalk this up to one of your diva moments and forgive you?"

"I think it's only fair, since I forgive you for your asshole moments."

He can't deny that. But still. "I don't know… what if I don't think that's good enough. Maybe I deserve more. Maybe you do too. Maybe this is too fucked up to ever work."

There's a moment of silence. "I guess if that's how you feel then…" She trails off.

She stares up at him for a long moment and he can see that she's trying not to cry. It does something to him inside and he doesn't know when this happened, when he'd become so effected by this girl. Who the fuck was he kidding? He was in no position to walk away from her just as he was in no position to let her walk away. And that thought alone has him scared shitless.

"This is so fucked up." He mutters under his breath.

She opens her mouth, but he steps closer to her, placing his hands on her hips and tugging her against him, causing her to stumble forward. Her hands flatten against his chest to regain her balance.

"Noah, what-"

"Shut up, Berry." He whispers softly, his eyes dropping to her lips and then back up. He recognizes the look in her eyes, the one that is a mixture of want, heat, and mild shock.

She opens her mouth again to no doubt protest, but the words promptly die on her lips as he presses his mouth to hers hard. It takes her all but a second to respond, and then she's eagerly returning the kiss, opening her mouth under his as their tongues battle aggressively. Her hands curl into his shirt as his fingers dig into the fabric of her skirt, dragging her closer, pressing himself against her.

He's vaguely aware of the fact that his little sister is downstairs watching TV and could walk in on them as she's prone to do, but frankly he doesn't care at the moment. He lifts her up, her legs automatically going around his waist and her arms around his neck. His hands slide beneath her skirt, finding her ass as he walks over to his bed.

He presses her into the mattress, kissing her deeply as his hands run over her, cupping her breasts through the fabric of her sweater. Somewhere in the back of his lust laden mind, he realizes that their problems still exist; nothing had truly been resolved, just brushed aside for more important matters at hand. Like finding out what color underwear she's wearing today and just how wet they are right now.

When he begins to slide her underwear down from beneath her skirt, he feels her tense just slightly, and it occurs to him that she actually thinks that he's going to fuck her now. To be honest, he thinks it would solve their problems. He'd finally get laid and she'd stop being so insecure about him looking elsewhere for sex because she'd be putting out. And as logical as it seems, he has no intention of fucking her for the first time when he's still hung over and his sister is downstairs watching Saturday morning cartoons.

He takes a second to admire the black boy cut panties she'd chosen to wear before tossing them aside and moving back over her. He grinds himself against her, kissing her neck as he works the buttons on her sweater, curious to see if her bra matches the panties. And he's not disappointed. Black lace, even better.

He kisses his way down across her chest, over the swell of her breast and then closes his lips over a nipple, sucking it through the thin fabric of the bra. She arches up into him, her fingers curling into the sheets and her hips pressing up against his. His hand slips beneath her skirt, moving up along her smooth thigh and then cupping her mound, finding her already dripping wet. His fingers move between the slick and swollen flesh, seeking out the overly sensitive small bundle of nerves, and in response, she grabs his head pulling it up to hers and kissing him hard on the mouth.

He's been with a lot of girls and a lot of women, a lot of them more experienced then Rachel Berry, but he can't remember ever being so turned on from just kissing and some inappropriate touching. Because of what she lacks in experience, she makes up for with her sheer eagerness and enthusiasm. He's pretty sure that she's going to blow his mind when they actually do fuck. And he can't fucking wait.

Easing a finger inside her, she mewls in response and raises her hips up in encouragement. He smirks against her lips, teasing her clit with his thumb and she moans his name, half in pleasure and half in frustration.

"Noah…"

"Tell me what you want me to do." He whispers seductively.

She stares up at him, her dark eyes swirling with lust and desire and need. "You know."

He smiles easily. "I want to hear you say it."

She lets out a frustrated sigh. "_Noah_…"

"_Berry_…" He mimics.

She moves against his hand in an attempt to get him to continue his ministrations. "Please." Her dark eyes, pleading and full of promise.

And he gives in because fuck, the look in her eyes has him nearly coming in his pants. He adds another finger and moves them around, twisting and curling them inside her until she's moaning his name and God's and other incoherent words.

"Touch me." The words tumble from his mouth.

He doesn't care where, he just wants her to touch him. But Rachel Berry has this way of surprising him and reminding him that she is not like other girls, who from his experience need a lot more encouraging when it comes to reciprocating. But she is not one to shy away and her hand is quick to find its target, cupping him through his track pants with heart stopping accuracy.

"Fuck." He swears aloud. He's so hard right now and he wants nothing more than for her to relieve some of the ache.

"You mean like this?" She asks and then slips her hand beneath waistband of his pants and her fingers curl around his cock. "Or like this?" Almost innocently.

His head falls to her shoulder. _Holy fuck!_

"Tell me what you want me to do." She repeats his earlier words.

He chuckles, finding it amusing and somewhat impressive how quickly she's able to turn his own game against him. _Oh yeah, she's going to be fucking amazing in bed._

"Payback's a bitch." She teases.

His thumb presses against her clit and she moans on cue because hell she might be a quick study, but he's still got a lot to teach her.

"Yes, it is." He says smugly and her hand falters slightly, losing its rhythm on him as she becomes lost in her own pleasure. "Don't stop." He encourages.

And she resumes moving her hand along his length as he moves his fingers inside her. He increases his speed and her hand follows suit, her thumb moving over the sensitive tip. He knows she's close by the way she's moving against his hand, his fingers already slick and easily slipping deeper with every thrust.

His fingers curl inside her, finding that elusive spot that makes her scream his name. He quickly covers her mouth with his, drowning her out, mindful that his little sister is still downstairs and the last thing he needs is for her to come upstairs. Her walls clasp around his digits, holding them hostage inside her just as her hand tightens on his cock. It's a mixture of pain and pleasure and it's enough to cause him to come hard, like some inexperienced fourteen year old who'd never had a girl jerk him off before.

"Fuck!" He groans into her mouth.

They stay like that for a bit, his fingers still inside her, wet with her juices, her walls quivering around them. Her hand is loosely wrapped around his cock, now sticky. He pushes himself up off her a bit and she stares up at him, her cheeks flushed and her lips swollen, her eyes glassy and a little unfocused, and completely at a loss for words. That's twice now that he's been able to render her speechless. He smirks, realizing that he's just found a sure fire way of getting Rachel Berry to shut up.

The rest of the weekend is spent doing much of the same, hanging out and making out. On Sunday, he has dinner at the Berry's because Rachel announces that it's about time that her dads meet him, especially if he's her boyfriend now. It's the first time that either of them has put a label on their relationship, out loud at least. He doesn't protest too much because he knows it won't do much good when Rachel has her mind made up about something. He realizes very quickly that he's going to be losing a lot of arguments with her.

Dinner doesn't turn out to be the hell he'd been expecting. They don't ask him about his intentions towards their daughter or what he's planned for his future; instead, they ask him about how his mom and sister are doing and whether he's enjoying basketball. He's certain that it's because of Rachel, though he's not certain how she did it, but she must have strictly forbid them from grilling him too severely. No surprise that she has her dads wrapped around her little finger. When she volunteers them to wash the dishes, he realizes her dads aren't the only ones wrapped around her finger. But he more than makes up for it by asserting his badassness when he lifts her up on the counter and proceeds to kiss her senseless with her dads in the next room.

Although her dads are cool, he's not naïve enough to think he's been spared from the inevitable talk. He's only been given some time to get his shit together so when they do finally ask him those questions, he's going to sound less like a degenerate and more like the kind of boy parents can approve of. The odd thing is that he's never cared before whether parents approved of him or not, just as he's never been interested in being someone's boyfriend, but now he finds that's suddenly all changed.

On Monday, he walks into school, feeling like things are finally looking up for him, but that all quickly changes when he runs into Brooke Stevenson. She stops him at his locker, a flirtatious smile on her face.

"Just the person I was hoping to see this morning." She coos as her gaze lingers over him, appreciatively.

He's used to it, it barely fazes him now when girls outwardly hit on him. He can't say that he's totally immune though, he is still a guy and a teenage guy at that. But where before he wouldn't have thought twice before flirting back with a suggestive smirk and some equally suggestive innuendo, he's careful not to encourage them. But sometimes they have a hard time taking the hint.

"Hey… uh I can't really talk right now, but I'll see you around okay." He says, brushing her off as he attempts to step around the brunette.

"Sure, I just wanted to say, I had a lot of fun on Friday... and maybe we can do it again sometime." She says with a seductive smile.

_What the fuck?_ He stops in his tracks and turns around to face her. "What are you talking about?" Confused as hell.

"Friday, you know, at AC's party." Her green eyes dancing up at him.

And suddenly, that good feeling he was having when he walked into school is now replaced with a sick, sinking feeling, the kind that almost always indicates he'd done something spectacularly stupid.

"AC's party. Remind me again, what happened?" He asks, keeping is voice low.

She pouts playfully. "I'm hurt, you don't remember. But you were kind of smashed." She steps closer, placing her hand on his chest. "Well, maybe we can meet up later and I'll refresh your memory." She says suggestively, giving him a coy smile.

He pulls her hand away. "Are you saying that you and I…" He trails off, straining to remember exactly what happened at the party on Friday.

"Well, we sure as hell didn't just hold hands and talk." She quips.

He remembers being handed drink after drink and at some point, he'd headed to the bathroom to take a leak. Afterwards, he'd stumbled into an empty bedroom to lay down, promptly passing out. Everything after that is fuzzy, at best. He vaguely recalls waking up to the feel of soft lips and eager hands and Rachel's face hovering over his. Obviously, that wasn't the case. _Shit! He'd fucked up!_

"Look, it's no big deal. It happens. You were wasted and I had a couple of drinks. We started making out and one thing led to another. I'm sure it's not the first time for either of us." She says casually.

It wasn't. He'd hooked up with girls at parties before, nameless girls who were easily swayed by a few seductive words and just as easily forgotten the next morning. But that was before when he didn't care and it didn't matter how many girls he fucked. That was before Rachel Berry came into his life and turned his world upside down and now, he actually cares and it definitely matters to him. And not just because he can already imagine the look of hurt on her face when she finds out, but there's a part of him that actually feels guilty and pretty damn disgusted with himself.

"Look, if it makes you feel any better, you have absolutely nothing to worry about." She says with a smile. "I mean, your sexual prowess is legendary for a reason and you definitely didn't disappoint."

"Right." He clenches his jaw. "Just fucking tell me we used something?"

"Of course. I plan to get out of Lima, not be stuck here with a baby at the age of sixteen." She says.

He lets out a sigh of relief. At least he wouldn't have to worry about another illegitimate child of his being out in the world. The relief is short lived though when he realizes that it's only a matter of time before this would be all over school and he's pretty sure that all the progress that he and Rachel had made this weekend would be shot to hell.

"Look do you think that we could just keep this between you and me?"

She gives him a strange look. "Why?"

He hesitates. "I'm just trying to get back into Quinn's good graces and the last thing I need is for her hear about us hooking up." He lies easily.

He doesn't care if Quinn finds out. He does care about Rachel hearing about it through WMHS's rumor mill before he has a chance to talk to her. But telling Brooke that would be like dumping chum in shark infested water, the Cheerio would just love to rub it in Rachel's face, especially since she was still deemed a Glee club loser by the popular crowd.

"I thought that you and Quinn were over." She says inquisitively.

"We are, but it's still my kid."

They might be giving the baby away, but he's still going to be there for the appointments and the birth, even if it's going to rip his heart out to hand over his daughter to some strangers at the end of it all.

He gives her a charming smile. "Just do this one little thing for me, okay Brooke?"

She smiles. "Sure, Puck. Whatever you want."

"Thanks." He starts walking backwards. "I got to go." He says, making a hasty exit, turning the corner and making a beeline for Rachel's locker. He doesn't trust Brooke to keep her mouth shut for more than five minutes, if she hasn't already blabbed to her fellow Cheerios.

He spies her at her locker, loading her book bag with books she'd need for her morning classes. She's wearing a dark denim skirt and a white hoodie, the kind that zipped up in the front. He knows because he's the one who picked it out, telling her that it was his favorite kind of top. Easy enough to get her out of, no buttons to fumble with and only required the use of one hand rather than both, allowing him to multi-task. She'd rolled her eyes and gave him a dirty look before proceeding to toss his ass out of her house, through the front door rather than the window he'd climbed through in the morning. However, he figures that her wearing the top had to count for something. He also hopes that it won't be the last time she allows him into her room or in a ten foot radius of her once he tells her about Brooke.

He comes up behind her and grabs her hand. "We gotta talk." He says into her ear.

He barely gives her enough time to close her locker, let alone, give her consent before he pulls her down the hall towards the practice room, which he knows is always empty at this time. The moment they enter the room, he feels her pull her hand away from him and cross her arms over her chest.

"For future reference, I don't appreciate being dragged down the hall." She says haughtily.

"I'm sor-"

"And if you need to speak with me, there is no need to be a Neanderthal about it. All you need to do is ask, preferably politely."

"Look, there's something-" He attempts to explain.

"And furthermore, a proper greeting wouldn't hurt either? While 'We gotta talk' is direct and to the point, it is not a proper greeting."

"Yeah, I know. I-" Growing frustrated.

"And-" She opens her mouth to speak again, but this time he cuts her off.

"Enough!" He says loudly, grabbing her arms and forcing her to sit down on the piano bench behind her. "Just shut up and sit down! " He blurts out.

He can tell that she's not pleased with his outburst or his manhandling, but sometimes it was impossible to get a word in edgewise with this chick.

"Look, I'm sorry, but there's something I have to tell you."

Her expression changes from pissed to concerned. "What is it? The baby? Quinn?"

Shaking his head. "No. No, they're fine."

"Okay, so what is it then?" Her brown eyes staring up at him.

He swallows hard. "You know how I went to that party on Friday…" He begins. "…well I had a lot to drink." It's not an excuse, he knows.

She nods. "I know. I was witness to your hangover the morning after." She reminds him.

"Right. Well, I got totally hammered and I don't exactly remember too much about that night."

"Yes, well, that is just one of the many side effects from being inebriated, at least that's what I've heard."

_Did she just admit that she's never gotten drunk or woken up with a hangover?_ That is certainly something that he's going to have to fix, the drunk part not the hangover part, because he actually thinks that a drunk Rachel Berry could be totally fun and equally hot. That is, if he hasn't fucked everything up.

"Something happened and I wanted to tell you before you heard it from someone else. I…" He hesitates, not sure how to say it. "…shit!" He says in frustration.

"What?"

"I- I slept with Brooke." He says quietly, remorsefully.

She sits there unmoving, obviously it was the last thing she was expecting to hear him say. He, however, expected her to react more, possibly yell at him or slap him or maybe both, but not to sit in silence. It's freaking him out a little bit. A quiet Rachel Berry is never a good thing.

"I'm sorry and I know I fucked up, but it didn't mean anything and I swear it will never happen again." He knows it's such a cliché thing to say, but it's true. He waits for her to say something, but she doesn't. "Rach, baby…"

"You slept with Brooke." She says softly, the hurt is evident in her voice as is the fact that she's trying not to cry. "Why didn't you tell me this before?"

"Because… look, I know that this is going to sound like I'm a total douche, but the truth is I didn't remember it happening."

She looks at him then. "What made you remember?"

"I ran into her this morning."

"Oh." She sighs.

He sighs, running a hand over his Mohawk. "Yeah, and I guess some of it came back to me. Her being there at the party and being alone in a room together."

"If that's all you remember then maybe that's all that happened. that all you remember? I mean, if you were so drunk, how can you be so sure that you slept with her?"

He would agree if he didn't know himself so well. He looks away, ashamed. "Look, I was pretty messed up. I was angry and hurt and I'm pretty sure I would've done anything to stop feeling that way. So, I might not remember it happening, but I know that if she came onto me, I wouldn't have exactly turned her down."

"Oh." Sadly, her gaze falling to her hands in her lap.

He looks at her. "It seems to be what I do. Maybe Quinn was right about that." He says, sadly. "I'm so sorry." Sincerely.

There's a long moment of silence and he wants to say something, but he doesn't know what he can say to erase that look in her eyes that has his stomach twisting with guilt and regret, at least that's what he thinks it is.

"I fucking hate this!"

"Me too." She says softly. "But I suppose technically we were broken up."

"But we're not anymore and it sucks to hear this now."

She sighs. "But it wouldn't have happened if I hadn't freaked out and broken up with you in the first place."

"I'm the one who got trashed and ended up fucking-."

"But you told me about it, instead of trying to hide it from me." She rebuts.

"So… what are you saying?" Hesitantly.

She looks up at him and then smiles. "I'm saying that maybe the fact that you were honest with me is an indication that this relationship is strong enough to get through this."

"Yeah?" A little doubtful.

"Yes, absolutely." She stands up.

He thinks about it for a moment. Finding out that he slept with Brooke didn't change the fact that he still wanted to be with Rachel, even if that meant more dinners with her dads and perhaps some with his mom and sister. It didn't change his feelings for her, although he's not sure he's ready to voice those out loud or even to himself just yet, but he knows they're there. It sure as hell didn't change that this thing with Rachel is the best thing that's happened to him and even if he doesn't know if it's going to last, he knows that he's willing to make the effort. And he thinks that if anything is an indication of whether they're going to be able to get passed this, it's that. Even if it makes him sound like a total pussy.

He takes a breath. "I was kind of worried that I'd fucked everything up." He admits with a crooked smile.

She steps up to him, reaching for his hand. "You didn't." Looking up at him. "I'm glad you told me, Noah."

"Yeah, me too." As strange as that is because there once would have been a time when he would've just tried to hide it. Maybe this honesty thing isn't so overrated after all.

He's at his locker, swapping his Biology books for his History ones, when he overhears a couple of Cheerios talking.

"What a loser."

"Yeah, like she's a total freak of nature."

"But you know, I almost felt bad when she got slushied."

"Yeah, she looked like she was about to cry."

There's a pause before they both giggle, contradicting themselves.

"Rachel Berry needs to be spayed and neutered."

That's about all he hears before he's slamming his locker and heading to the girls' bathroom, knowing that's where he'd find her. He walks right in, not caring a bit that there were other girls in the bathroom, primping in front of the mirror. The younger freshman girls simply stand there gawking at him.

"Noah!" Rachel shrieks. "What are you doing in here?!"

She's still dressed, her white top is stained with red syrup. "Who did this to you?" He asks, feeling his temper flare.

"This is the girl's bathroom!" She reprimands.

"Do you fucking mind!" He turns to the two freshman who simply walk out without so much as a word. He turns back to her. "Problem solved."

She sighs. "Noah, you shouldn't be in here."

"And you didn't answer my question. Who did this to you?"

She remains silent, staring up at him with her dark brown eyes.

"Karofsky? Someone from the basketball team? That freak that's always sniffing around you? 'Cause I swear I'm going to fucking pound their ass!" He growls.

"It's fine, Noah." She placates.

His fists clench at this side. "Like hell it is!"

He realizes that it's not the first time she's been slushied. In fact, he's the one who started it back when he was a jerk to her. But there's something about knowing how it feels, how humiliating it is. Plus, she's his girl now, granted no one knows that because if they did, they'd know better.

She fixes him with a look. "Noah, just let it go."

Confused. Why was she protecting the douche who did this to her? "Why?"

She takes a breath. "Because I don't want you to do anything that's going to get you a week's worth of detention or worse, suspension."

"It was Karofsky, wasn't it?" When she doesn't answer he automatically assumes he's right. "He's a fucking dead man!" He turns, ready to walk out when she grabs his arm.

"It was Brooke." She confesses.

"Brooke?" He has to admit he wasn't expecting that.

"Yes."

"Why would she do this?"

She sighs. "Because I confronted her about what happened at the party and she pretty much confessed that she fabricated the whole thing."

Taken back. "She lied about sleeping with me."

"Yes, apparently, the reason you don't remember anything happening is because nothing happened. She tried to seduce you and you rejected her advances." She doesn't attempt to hide just how pleased she is about that.

He's pretty damn pleased too and to be honest, pretty damn shocked. He was drunk and God knows that he has not always made the best decisions when he's been drinking.

"Wait, she just told you this?" Skeptically, because even though he doesn't doubt that Rachel can be persistent and a bit of nag, there's no way Brooke would've just been forthcoming with information that makes her look bad. Especially, when she went through all that trouble this morning to convince him that they had done the deed.

"Well, not exactly. I had some help."

"Help from who?" Curious.

"Jacob Ben Israel. It seems that although he remains to be a pervert, I no longer am his object of affection, thankfully. He's repulsing Brooke now."

"You're shittin' me!"

Her brow furrows. "You do realize that that particular saying makes no sense whatsoever. Not to mention, it's offensive and rude and crass. But no, I'm not. Shittin' you, that is."

He smirks. "First, I hate when you lecture me. Second, it's fucking hot when you swear."

She rolls her eyes, but smiles nonetheless. "He was stalking her at the party and like the sick pervert that he is, he caught it all on his camera phone. " She pauses. "I saw it. It was quite the show."

"Sweet."

"Yes, I was quite pleased. She, however, was not and decided to retaliate by throwing her slushy in my face."

"She's a fucking bitch! Want me to make her cry?" Dead serious.

She laughs a little. "No, I don't want you to make her cry."

"Why not? She totally deserves it. I say we post that little video on the internet, make her a fucking porn star." He's already thinking of ways to make Brooke's life miserable.

"As satisfying as that would be, I think she's feeling humiliated enough." She smirks. "Besides I'm sure Jacob is putting that video to good use as we speak, and that is enough to make Brooke wish she'd never gone to that party."

He chuckles because he knows that the little perv is probably jerking off to it as they speak.

He looks at her then. "You're a mess." He comments bluntly.

Rolling her eyes. "Yes, it seems so." She begins to unzip her top when she stops and then looks at him expectantly. "Noah, shouldn't you be leaving?"

"Why would I want to do that?" He smirks.

Her brow furrows. "Because this is the girls' bathroom and you shouldn't even be in here in the first place."

"But the show is just starting." He leers as his gaze drifts down her body.

Crossing her arms over her chest. "I am not stripping down in front of you." She says, haughtily.

"It's not like it's anything I haven't seen before." Smugly.

She flushes slightly. "Yes, I'm aware. But we're at school and it's completely inappropriate. Besides someone can walk in at any moment."

"Not if I lock the door." He steps closer to her.

"No, Noah." She gives him a look.

"C'mon, Berry..." He moves into her personal space and presses her back against the sink and then leans in licking some of the sugary syrup off her neck. "Mmm... Cherry."

He thinks he's got her when she lets him kiss her a bit longer, but after a few moments she's pushing him away with surprising force.

"Noah, go!"

He lets out a heavy breath, turning to head for the door, but then stops, turning back when something occurs to him. "Your shirt is ruined. Do you have an extra in your locker?"

She shakes her head. "No, I'm just going to have to try to get the stain out as best as I can."

He begins to unbutton his plaid shirt, sliding it off and leaving just the white shirt beneath. "Here." He walks back over to her.

She stares at his outstretched hand holding his shirt. His favorite, she knows because he wears it often.

"What?" He asks, dumbfounded.

"You're giving me your shirt?" She blinks.

"Well, you don't have anything else to wear. So unless you want to go topless, which I wouldn't have a problem with-" Grinning.

She grabs it from him and then fixes him with a look. "You do realize that this is just going to cause more fodder for the gossip mill."

"So?" Shrugging casually.

"So, they'll assume that something's going on between us." She points out the obvious.

"Yeah. Probably. So, what if they do?"

"I- I thought that you didn't want anyone to know about us."

"Yeah, about that. I think that was a bad idea." He's beginning to think it's the route of all their problems lately.

"You do." Surprised.

"Yeah. I think that's the real reason you freaked out, not because of Quinn or Brooke. And to be honest, I don't fucking care what people think." He pauses and then smirks. "Besides, we're a couple of good looking Jews."

She smiles. "And it's natural."

"Hell yeah!"

She grows serious. "What about Finn?"

He feels bad, he does, but damn it's not like he stole her away. Finn had his chance and he blew it.

"I don't want to hurt him, but don't you think that it's going to hurt him a whole lot more the longer we wait, the longer this goes on?" He gives her a look. "The way I see it, it's kind of like ripping off a Band Aid. If you do it in one quick move, it seems to hurt less than if you take your time pulling it off carefully."

She's giving him this look that says she's completely shocked and mildly impressed and if he's not mistaken, a little turned on.

"So, what do you say?"

"I agree." She's smiling proudly. "And Noah, I'm very impressed with your use of analogy."

Rolling his eyes. "Yeah, whatever. Are you going to wear the shirt or not?"

"Yes, thank you for letting me borrow it."

"Yeah, it's no big deal." Shrugging.

"You do realize that this is a very Prince Charming-esque gesture." She teases.

"Yeah, well don't get used it."

She just smiles back as if she knows something he doesn't. It's freakin' irritating.

"I guess, I should go…" He pauses. "…unless you need any help. I'm very good with my hands I've been told." He says suggestively.

She shakes her head laughing. "No, I'm sure I can handle it. Now, go before a teacher catches you in the halls without a hall pass."

"You're no fun, Berry." He says teases as he turns to head out once again.

"Noah?" She calls out.

He turns. "Yea-" He stops short, completely mesmerized as she unzips and strips off her red stained sweatshirt to reveal a lavender colored bra. All he can think is, she's so hot. Shaking his head. "You're such a cock tease." He jokes and he can hear her laughing as he walks out of the bathroom.

Later that afternoon after school finishes, they walk into Glee practice hand in hand. The room grows quiet and they all just stare at them.

He was half expecting the pointed look and the raised eyebrow from Mercedes and Kurt. Quinn is frowning slightly and Santana is scowling at Rachel as usual. Matt and Mike are both giving him the _wtf_ look, he can't really blame them. Tina and Artie are just smiling and maybe the only ones who might even be happy for them. Brittany just looks confused, but what else is new. And Finn… well, Finn decides to pull a Rachel and walks out of practice in true diva fashion.

So, all in all, he'd say that went well. Hell, it's not like he fucking needs their approval anyway. They don't like him dating Rachel, they can just go fuck themselves. Of course, he doesn't say that, though it's implied.

"So, we're together. Officially." He announces and then without waiting for the group to respond, he leads Rachel to a couple of chairs and they sit down.

He lets go of her hand to place his arm along the back of her seat. Out of the corner of his eye he can see Rachel's small smile and he knows that she's so going to let him feel her up in his truck when he drives her home after rehearsal.

TBC...

Song credi: Prodigal by One Republic

So, I hope that was worth the wait. I know a lot of you were wondering when they would finally go public. Thanks for reading and for all the feedback.


	11. Chasing Cars

**11. Chasing Cars**

_We'll do it all, everything on our own  
__We don't need anything or anyone  
__If I lay here, if I just lay here  
__Would you lie with me and just forget the world _

_I don't quite know how to say how I feel  
__Those three words are said too much but not enough_

He picks her up for school the next day, like he has before, but this time they don't enter the school separately. Instead, they walk in together, and despite his earlier warnings that he's not the hand holding type, she feels his hand slipping through hers as if it's the most natural thing in the world. It feels oddly exhilarating and terrifying, kind of how she imagines she'd feel just moments before her first Broadway performance right before the curtain rises.

They walk to her locker and she tries not to pay attention to the excessive whispering and blatant staring and audible gasps of surprise because it's sort of what she had expected. After all Rachel Berry, resident crazy and Glee freak, walking into school with Noah "Puck" Puckerman, school stud and badass, is more than a little shocking.

He must have picked up on her apprehension because he leans in and whispers into her ear just how hot her legs look in that skirt and how he can't wait to get between them again, except he uses a couple of expletives that she refuses to repeat. Nevertheless, it has the desired effect, she blushes profusely, promptly forgetting about everyone else.

He leans against the locker next to hers as she unloads and loads her books into her book bag. The bell rings and she turns to him about to tell him that she'll see him at lunch when he leans forwards and presses his mouth to hers. He kisses her right there in the middle of the crowded hallway, in front of everyone, taking her breath away. She suspects that this is his clever way of killing two birds with one stone, so to speak. First, if there was any uncertainty about the nature of their relationship, then surely there would be little doubt after this very blatant PDA. Second, it was his own personal message to anyone who had a problem with it, a very obvious F-you.

She should be offended or at the very least a little pissed because although she doesn't mind a little PDA, she is not into putting on a show for the masses, which this was bordering on. But she's not, surprisingly. She finds it sweet and when he pulls back, she can't help but smile up at him.

He smirks down at her and tells her that he'll 'catch' her later before walking down the hall in the opposite direction of her first class. She watches his retreating back with her heart literally feeling as if it's about to float right out of her chest. She thinks that he's a lot better at this boyfriend thing than he gives himself credit for.

When she turns around to head to her class, her smile falters, stopping short at the sight of Finn. He's at the end of the hall, staring at her and she knows that he'd seen the whole exchange. Her gut twists painfully, probably not unlike the knife that he feels is currently lodged in his back. The look on his face is a mixture of hurt and betrayal, and it's not the first time she's seen it, only before it had been directed at Quinn and Puck, not her.

She wants to explain, make him understand that they didn't do this to hurt him, that it just happened when they were least expecting it, when neither of them were even looking for it. She wants to tell him she's sorry and that she's still his friend, that that hasn't changed, will never change. But when she begins to walk towards him, he turns around and walks away. Her heart falls and she heads to her first class of the day with a heavy feeling.

Most of the morning goes by uneventful, until Mercedes and Kurt corner her in the girls' bathroom before lunch.

"I knew you were crazy, but this just takes it to a whole new level."

"Excuse me?" Turning to Mercedes.

"Oh, honey, you can't be that clueless?" Kurt interjects.

Crossing her arms. "I'm quite sure I don't know what you're talking about." Although, she's pretty sure she does.

"Of all the guys to choose from, you choose Puck. Finn's best friend. Quinn's baby daddy. BAMF of McKinley High. Talk about a broken heart waiting to happen."

"I don't see how this is any of your concern." Tersely.

"It is our concern when it's going to affect Glee and whether we make it past Regionals."

"Well, I assure you that we're not going to let our relationship interfere with our commitment to Glee. You have my word on that."

"Look, there's enough drama going on already and the last thing we need is McKinley High's very own version of Young and the Restless playing out for all to see." Kurt says.

"I agree, we need to focus and I fully intend to put forth 110%, ensuring that we are going to be in top form when we go up against Vocal Adrenaline."

"Good. So, we're agreed." Mercedes looks at Kurt and then they both look at her.

"You're breaking up with tall, dark, and every parent's nightmare." Kurt finishes.

"What? No!"

"Girl, that boy is trouble with a capital T, you do not want any part of it."

Kurt smiles. "Although, I admit that I see the appeal. His bone structure is to die for, but his personality is downright atrocious. Mercedes is right, Noah Puckerman is more trouble than he's worth."

Raising her chin and placing her hands on her hips. "I am not breaking up with him and I am appalled that you would even ask me to, especially since this is the first time I've actually been happy and not hung up on-" She stops. "-a certain someone else."

Mercedes and Kurt both roll their eyes in an exaggerated way because they know exactly who she's talking about and she knows that.

"Okay, here's the deal, Babs. We're not asking you, we're telling you." Kurt says.

"For the sake of the club and our future success because you owe us this and I ain't losing at Regionals because our male lead can't stand to look at his best friend without wanting to slam his fist into his face. _Again!_"

She blinks back. "Why? D-Did Finn say something?"

"No, but this isn't the first time Puck has decided to help himself to something that belongs to him. And we all remember what happened when he found out the last time." Giving her a pointed a look.

"First of all, I was never Finn's anything. Second, Noa- Puck was not the only one to hurt Finn. It takes two to get pregnant, the last time I checked."

"Exactly what reality are you living in, girlfriend? Finn's been making puppy dog eyes at you for so long that I've lost all function of my gag reflex. Not to mention, Puck knew the score long before he decided to make a play for you." Mercedes says.

"So, although you may think that Finn had no claims to you before you allowed yourself to be seduced by the dark side, Puck knew better." Kurt adds.

"That's ridiculous." She exclaims.

"It's called the guy code and despite the fact that Puck hasn't exactly been much of an advocate, when Finn gave him a second chance, I thought for sure he wasn't about to make that mistake again." He explains.

"Obviously, the boy is a slow learner." Mercedes drones.

"I think that you're both grossly misinformed on this particular matter. Finn and I are just friends and he is more than okay with that. Furthermore, Puck and I did nothing wrong, except maybe not being as upfront and forthcoming about our relationship as we should've been. And I think it's unfair that just because you don't approve, I am to end our union."

"It's called taking one for the team and you're always preaching about how we need to be one cohesive unit if we're going to succeed. Well, we can't be one cohesive unit if one of our members is wishing a slow and painful death upon another member of the team. So, I think it's time you practice what you preach." Kurt crosses his arms and Mercedes nods her head, uh huhing in agreement.

She stares back at them in disbelief, silently fuming at their audacity and frankly, she is done bending over backwards trying to please them when it is so clear that nothing she did would totally win them over. She'd thought that they had grown closer after winning Sectionals, become friends even. But now she sees that they were only friendly to her because they required her talent, they weren't her friends because friends don't give friends ultimatums which jeopardizes their happiness.

"I'm sorry to tell you this, but unfortunately, I am not going to break up with Puck. And if you truly cared or were my friends, you'd see that he makes me happy and your request only serves to destroy that happiness." She takes a breath, looking them both in the eye. "And if this means that I'm out of New Directions, then I sincerely wish you luck because no matter what, I have always wanted to see all of you at your very best and succeed." She declares sincerely.

Kurt and Mercedes don't say anything and she walks out of the bathroom, making her way to her locker, her pace brisk and her heart racing with the realization that she'd just turned her back on the one thing she'd thought was her only shot, to be a part of something special and in turn, be special as well. When she sees him leaning against her locker in his jeans, dark gray t-shirt, and that familiar red and white letterman jacket, she knows without a shadow of a doubt that she'd made the right decision.

They spend lunch out by the bleachers because the weather is actually nice for a change, it's still kind of cold and spring is still a few weeks off, but it's sunny and the snow is beginning to melt on the field. She tells him about her encounter with Kurt and Mercedes. His reaction is not exactly unexpected.

"That's fucking crazy! They can't do that!"

"Yes, those were my sentiments." Pausing. "Minus the profanity."

"You're the best singer we've got. The only reason that we even won Sectionals was because of your fucking amazing solo."

She smiles. "While that is very sweet of you to say, it was a team effort and Mercedes is more than capable of taking over the female lead."

He gives her a look, quirking an eyebrow. "Am I really supposed to buy that?"

She huffs. "Fine!" She stares at him. "I cannot believe they had the gall to give me such an ultimatum! I mean, I'm all for being a team player and you know that I always have the group's best interests at heart, but this... this is absolutely unfair and uncalled for and for them to even think that I could be so easily manipulated…" She takes a breath. "…well, obviously they underestimated me."

"Can I just say that it's totally hot when you're like this? Seriously, it's like an instant hard on." He quips.

She rolls her eyes.

She turns her head, looking out of the field, nearly all the snow melted away now, patches of green visible now. She can't help but feel like she's lost something.

"Look, don't sweat it okay? Give 'em a week and they're going to be begging you to come back." He says to her.

"Maybe." She says uncertainly. "It's just that I love Glee. It has been the best part of high school for me. For the longest time, it was the one thing that I could never imagine being without because it was all I had." She grows quiet. "Well… at least, until now." Her gaze lifts up to meet his.

He stares back at her, looking a little freaked out and suddenly, she's gripped with the fear that she's said too much. God, she should know better, it was way too soon to say something like that, especially to a boy who was most likely not ready to hear it. It's just that her mouth has a way of running on before she even has the time to filter her thoughts. And looking at the expression on his face, this was one of those times.

"I- I mean…" Desperately, searching for a way to take it back.

"So, I'm the best part of your day now, Berry?" He says, his eyes dancing with mischief.

She stares back for second and then smiles a little in relief. "Well, it's certainly the part I find myself looking forward to the most."

He smirks, pulling her onto his lap. "So, what you're saying is that you can't enough of me." His hands curling around her hips.

She rolls her eyes. "Yes, that's exactly what I'm saying." Sarcastically.

"I knew it! You're hot for my bod!" He grins and then pulls her closer, her arms slipping around his neck. "That's okay because I'm hot for yours too." He adds.

She laughs a little as their lips meet, soft and sweet, not hard and hot as it often is with them. He pulls back a little, his hazel eyes staring up into hers and she can almost pick out the flecks of green.

"For the record, you're definitely the best part of my day." His hands move to her ass, pressing her into his crotch and bringing her into direct contact with his burgeoning erection. It's hard to ignore even through the thick denim of his pants. "And in case you haven't figured it out already, I can't get enough of you either."

She feels her stomach clench with desire, heat pooling low in her belly, and she wonders if her reaction to him will always be so instantaneous.

"And forget about Hummel and Mercedes, they're not the ones who make the call anyway. Mr. Schue does and no way is he going cut loose his female lead right before Regionals because Beyonce and Miss Thang are throwing a hissy because you're finally getting some action and they ain't."

She gives him a withering look. "I'm not certain that's exactly why they're against our relationship."

"Whatever." He shrugs. "The point is you're fucking amazing. I know it. They know it. Mr. Schue knows it. And anyone who doesn't see that, well they're fucking idiots!"

She smiles. "I think that's the sweetest thing you've ever said to me." Melting just a little bit inside.

"It's the truth." And then he smirks playfully. "Although, I'm pretty sure I remember saying some particularly sweet things to you this morning." Suggestively.

She rolls her eyes, despite the fact she vividly recalls the suggestively dirty words he'd whispered into her ear with the sole purpose of getting her all hot and bothered. "That doesn't count. You were just trying to get into my panties." She teases.

"Baby, I was already in your panties. Two seconds later, you were screaming my name and coming around my fingers harder than you ever have before." And then a devilish look crosses his face. "And what makes you think, I'm not trying to get into your panties right now?" One of his hands leaves her behind to slip under her skirt, high on her thigh.

"Because no matter how much I enjoy the spotlight, I am not an exhibitionist." Pulling his hand out from under her skirt and placing it on her hip.

"Hey, don't knock it till you try it." He quips.

She shakes her head with a small smile. "Besides, I'm sure that you know that you don't have to try at all…" Leaning forward. "…you only have to ask." She whispers, cupping his face and pressing her mouth to his, tasting his groan of approval on her tongue a second later.

The rest of the lunch hour is spent with Noah trying his best to convince her that a little exhibitionism is good practice for Broadway when they want her to show a little skin. She is inwardly impressed with his tactics and decides a reward is in order for his efforts at the very least. She lets him touch her boobs beneath her shirt, but refuses to let him finger her beneath her skirt.

It happens during basketball practice and she admits that some part of her knew it was only a matter of time, though she was hoping for the best. She's sitting up in the makeshift stands in the gym when she sees Finn shove Noah a little more roughly than necessary to get the ball, not expecting it Noah crashes into the bench behind him.

"What the fuck?" Glaring at Finn as he gets up.

"Sorry." Not at all sounding sincere.

"Look, man, I get it. You're pissed and maybe you have a right to be-"

"You're damn right I do!" Getting up in Noah's face. "You were supposed to be my friend!"

"I am your friend! And as your friend, I'm telling you to back the fuck off!" Pushing him back a little.

"You're just going to hurt her. You're just using her and when you get bored, you're going to dump her."

This time Noah gets in Finn's face. "You don't fucking know what you're talking about! So, shut the fuck up!"

"You know I'm right! She's not like all the other girls you screw around with on a regular basis! She's different. She's sweet and nice and special. And you don't deserve her!" He shoves him hard and Noah stumbles back.

"And you think that you do?" He yells. "You strung her along and played mind games with her for months! Even after you ended things with Quinn, you couldn't get your shit together while she was practically fucking waiting for you to grow a pair and ask her out! Yeah, that's so much better! I might have fucked a lot of girls, but I never fucked with their hearts like you fucked with hers!"

"Shut up!" He takes the first swing, connecting hard with Noah jaw and she gasps, her hands clamping over her mouth in horror.

Noah tackles Finn and they go down, wrestling with each other on the gym floor. By now, everyone is gathered around on the court and a couple of the team members are trying to break them up without much success.

She makes her way over, pushing her way through the small crowd just in time to see Puck slam his fist into Finn's face.

"Stop!" She rushing forward and grabbing his arm mid air. "Noah!"

It seems to break through whatever anger induced haze he's in and he's forcefully being pulled off of Finn by a tall lanky boy, while Finn scrambles up but is instantly held back by another boy whose name she doesn't know. Her gaze shifts between the two boys. Noah's lip is bleeding and she can already see the bruise on his jaw forming. Finn looks about as bad, his cheek cut and his eye is beginning to swell.

She sighs and steps up to Noah, concerned. "Are you okay?" Her hand reaching out to touch his face, but he flinches away a little.

"I'm fine." He mutters through clenched teeth, scowling at Finn over her shoulder.

"What were you thinking?"

He looks at her sharply. "_Me?_ Did you _not_ fucking see him take a swing at me first? I'm sorry, but I was not about to stand there and take it like some pussy!"

She doesn't have time to respond because Coach Tanaka is telling both of them to get their asses to the Principal's office.

She's able to convince Principal Figgins that giving the boys detention would conflict with Glee rehearsals and set them back substantially with Regionals mere weeks away. The Glee club could not afford to lose two of their vital members at this stage; however, she understood that some sort of disciplinary action was in order. She suggests that the boys serve their detention under the supervision of Mr. Schuester, so that the time could be optimized and used to everyone's benefit. He agrees, of course. She's an excellent negotiator.

Ten minutes later, both boys are seated in the practice room on opposite ends, still in their gym shorts and jerseys, holding ice packs to their faces. She stays outside, leaning against the lockers, waiting for Noah and shamefully eavesdropping.

"What happened? I thought that you two had gotten past all this." She hears Mr. Schue ask them.

Neither of them responds.

"Finn?" He prompts.

"Why don't you ask Puck?" He spits out. "Since he's the one who keeps stabbing me in the back!"

"Oh for fuck's sake! This isn't the same thing!" Noah snaps.

"The hell it isn't! You knew how I felt about her! You just didn't give a damn!"

"You had your chance, don't blame me because you fucked it up!"

"Okay! Enough!" Mr. Schue shouts. "This is ridiculous. You guys are best friends."

"Yeah, well best friends don't steal your girl."

"She wasn't your girl."

"But Quinn was and that didn't stop you from screwing her! So, maybe I should've expected this!"

"Look, I admit that I fucked up with Quinn. I'm sorry for that. I was a prick, but this is different." There's a pause before she hears him speak again, sounding a little less defensive and hostile. "We didn't plan this, okay. It just kind of happened and I'm not going to apologize for it."

There seems to be a long moment of silence, where no one is talking. And then she hears a chair scrape against the floor.

"You're my best friend. My only real friend. I swear that I didn't do this to hurt you and she's been feeling guilty and shit for sneaking around this whole time." Another pregnant pause. "Look, this thing with her it's… I don't know. I mean, she's crazy, the bat shit kind sometimes. And she's always on my ass about homework and punctuality, and I swear the only time she ever shuts up is when we're kissing. But I don't know, I kind of like it, you know. I kind of- shit!" He curses in frustration. "I- I like her, man."

She feels her heart flutter hearing his little confession. She realizes that it's very much an unPuck thing to say or even admit. It makes it all the more real.

"Can't we just put this behind us? For the Glee club? Regionals are coming up and you gotta know she's going to be riding our asses, it'd be easier if you and I could call a truce or some shit like that."

"What do you say, Finn?" Mr. Schue pipes up.

There's another pause, she finds herself holding her breath as she waits to hear what Finn says.

"I can't. I'm sorry but I can't do this. Mr. Schue, I just think it's better for the club if one of us leaves. Either he goes or I do."

Her heart sinks and breaks just a little bit, she thinks.

"Well, Finn, if that's how you feel…" Mr. Schue begins, sounding troubled.

"It is."

"Then I guess, I don't have a choice-"

"Don't sweat it, Mr. Schue. I got this." Noah cuts him off.

A moment later, the door opens and Noah walks out.

Her head snaps up. "Noah…"

"I just gotta shower and change and then I'll take you home, okay?" He says, not meeting her gaze.

"Okay." She says quietly, more than a little worried as she watches him walk down the hall towards the boy's locker room.

"Rachel?" She hears him say.

She turns to see Finn, standing there, a look on his face that she can't quite decipher.

"I'm so sorry. Please believe me, it was never our intention to hurt you." She says sincerely.

"Why didn't you just tell me that it was him? Why sneak around? Why lie?" Hurtfully.

"Because quite honestly, it seemed simpler if no one knew. And then you showed up at his house that day…" She looks up at him and she knows that he knows what she's talking about. The day she lied right to his face. "…and you gave him another chance. Even though he'd never admit it, I know that it meant a lot to him. He missed having his best friend around." She looks down sadly. "I guess, there's little hope of the happening now."

"So wait, when I asked you out, you and he were already…" He trails off.

Shaking her head. "No! We were just friends, but-"

"You liked him." He says quietly.

"Yes." Softly.

He gets this really sad look on his face. "So, when did you stop liking me?"

And her heart twists painfully. "I do like you, Finn." It's the truth.

He nods a little, understanding. "Just not like you like him."

She feels the need to explain. "It just happened. I don't know how or when, but it did and I didn't even realize until you asked me out and I… I don't know."

"I do. He was right, wasn't he?" He asks. "You were waiting for me and I blew it."

She doesn't say anything because that's a pretty accurate depiction of what happened.

"Look Rachel, I know him. I've known him since grade school. I've seen the way he is with girls, the way he uses them, and then tosses them aside. And I just don't want you to get hurt." He says, sounding genuinely sincere.

"I won't." She says confidently. "I know you know him, but I know him too. I know a different side of him, the side of him that comes out only when I'm around. He's sweet and sensitive and I'm pretty sure he'd kill me for even telling you, but he is and that's how I know he won't hurt me." She tells him, realizing that she honestly and truly believes that with all her heart.

"I hope you're right." He says quietly.

"I know I am." She says. "But thank you for looking out for me, even after everything that's happened. You're a good friend." She smiles softly at him. "I don't expect you to be okay with this or even accept it. Not now, at least. But one day. One day, maybe we could even be friends again, the three of us." Hopefully.

He looks down at her for a moment and then sighs. "Maybe." He murmurs unconvincingly before turning around to leave.

She watches him walk away, a sad smile ghosting across her lips. Taking a cleansing breath, she turns and heads down the hall towards the boys locker room in search of Noah.

The hallways are empty and basketball practice has been done for half an hour. The locker room most probably deserted by now, all the boys having already finished showering and changing a long time ago. She stands in front of the door, hesitating for a second before pushing it open and walking in, holding her hand up in front of her eyes.

"Noah?" She calls out.

She doesn't hear the shower running, so she assumes that he's already finished and is probably getting dressed. With her free hand outstretched in front of her, she walks further into the room, blindly feeling her way around.

"Noah, are you decent?"

She hears him chuckle in obvious amusement. "Why don't you see for yourself? You know you want to."

She frowns. _Ask a simple question and get a sexually suggestive reply._ She should know better by now.

Slowly lowering her hand from her eyes, she sees him standing in front of his locker. He's shirtless except for his jeans that are currently riding low on his hips, no hint of boxer shorts in sight. She feels her breath catch slightly when she realizes what it means. She looks away, hoping that he didn't notice just exactly where her eyes had been lingering. She's not that lucky.

Smirking. "Sorry to disappoint to you, Berry. I know you were hoping to sneak a peek at the goods, not that I blame you. It's pretty impressive."

She rolls her eyes, but she really can't disagree. Not about wanting to sneak a peek, but that she does find him pleasing to look at, all tanned skin and toned muscle. He's beautiful, plain and simple and there is no denying it.

She watches as he pulls on a plaid button up shirt, it's one of her favorites because the green in it brings out the green his eyes.

"Are you okay?" She asks quietly.

"I'm fine." He shrugs as he does up the buttons on the shirt.

She approaches him and he looks up, stopping mid button. "You must feel something. Glee-"

"Glee will be fine without me. It was never really my thing anyway." He says nonchalantly.

She gives him a sympathetic look. "I know that's not true." He opens his mouth to protest, but she continues. "Maybe in the beginning it was just something you did because you wanted to get closer to Quinn." Looking up at him. "But that's not what it's about for you now."

"And how do you know that?" Frowning.

"Because I see you and you're actually having fun, the kind you can't fake."

"Fun is a bit of an exaggeration."

She gives him a look.

He sighs. "Fine. Yeah okay, sometimes it doesn't totally suck."

She smiles. "It's okay to admit that you like it." She pauses. "I promise not to tell."

He looks away. "It doesn't really matter now anyway." He sighs. "It would've been cool to actually get to Regionals though." He admits as an afterthought.

"You're very talented, Noah. And you've worked very hard. You deserve to be there with us. It's not fair-"

"Yeah, well… if there's anything I've learned in these past few months, it's that life's not fucking fair." He mutters darkly.

He sounds so lost and hopeless, so unlike himself, the boy who never lets anything faze him. She steps closer and reaches for his hand, she'd noticed the redness on his knuckles when he'd been buttoning up his shirt. She runs her fingers over the back of his hand gingerly with a slight frown.

"He has a fucking hard head."

She brings his hand up to her lips and brushes a soft kiss over his knuckles, hearing him inhale sharply. She's not certain if it's from pain or something altogether different. She looks up and his eyes are dark with desire, swirling with everything that remains unsaid between them. Everything that is obviously between them, but neither are ready to say out loud or even admit to themselves.

She watches as his gaze falls to her lips wantonly and then back up, and that's really all it takes to send her heart racing and her breathing to become erratic. She stretches up on her toes as he leans down, their lips meeting in a soft kiss.

Their lips move against each other, sliding and slanting in a slow and thorough exploration. He tastes of cola and grape flavored gum, a combination that she thinks would normally be disgusting but on his tongue is completely addictive. He smells clean, a mixture of soap and axe deodorant, absolutely intoxicating.

Her arms find their way around his neck as his slip around her waist, pulling her flush up against his body. Her stomach clenches in need and desire and lust as she feels him hard and urgent against her. Pressing herself against him, she hears him groan against her mouth and then suddenly, her back is making contact with a row of lockers and his kisses grow hard and hungry, stealing her breath.

She moans in approval when she feels his hands moving lower, cupping her behind and pressing her into his denim covered erection. It's not enough, not nearly close enough and he must realize because the next second his hand is slipping down her thigh and curling around her knee, pulling it up and hooking it around his hip. Her skirt hitches higher and his hand slips beneath the fabric, cupping her through her panties.

He tears his mouth away from hers. "Shit! You're so fucking wet." He breathes.

She stares back, biting her bottom lip, tingling from the absence of his. Normally, she finds his use of expletives vulgar and crass. But when they're like this, for some odd reason she can't help but be turned on. Not that she'd ever admit it to him, although, she has a feeling that he already knows.

She feels his fingers run over the crotch of her panties once, twice, and then slipping beneath with practiced ease. His eyes bore into hers, refusing to let her look away. His touch is so light and teasing, frustrating her and at the same time, slowly setting her on fire. She feels the slick heat sliding through her belly, thick and hot.

And then he's pulling his hand out from beneath her skirt and she hears herself make a pitiful noise of protest that earns her a smug grin. Before she can voice her discontent, he's lowering her leg back down and then dropping to his knees, causing her breath to catch in her throat.

"Wha- what are you doing?" She stutters breathlessly. She knows exactly what he's doing.

He runs his hands up her legs, calloused fingers, roughened from football and years of guitar playing, slowly slip up her calves and behind her knees and then higher.

"Something I've wanted to do from the first time you walked into school in freshman year, wearing a skirt so God damned short, it made the Cheerios' uniforms look like fucking nun's habits." He raises his gaze to meet with hers, dark and dangerous. "You looked like sin and I wanted to push up your skirt and bury my face into your pus-"

"Noah!" She shrieks, feeling her cheeks burn.

Laughing. "And then of course, you opened your mouth and the crazy was just too much to ignore." He says teasingly.

"Oh, really!" She scowls at him in mock seriousness.

She half heartedly attempts to push his hands away from her thighs, but he ignores her and just slips them higher beneath her skirt, hooking his fingers into the elastic of her panties.

"Now, I think it's kind of fucking hot." He says and she finds herself smiling in spite herself. His expression grows serious, less teasing. "Is this okay?" He asks simply.

She feels his fingers brushing against her hip bone, tracing along the edge of her panties. She feels a rush of warmth at the mere thought of his mouth on her. Biting her bottom lip, she nods her head.

He smiles and then pulls her panties down her legs, they're a deep cranberry hue, the same color of her bra and her sweater. "So fucking hot." He mutters before stuffing them in his back pocket.

He gently guides one of her legs over his shoulder as his hands slide up the back of her thighs and then cup her bare bottom. And then his head ducks beneath her short pleated skirt and his mouth is open and hot on her, nearly causing her supporting leg to buckle beneath her.

It feels incredible, just as she knew it would, his tongue is quite skilled, doing all kinds of incredible things to her. Licking and sucking and probing until she has to bite her own tongue in order to keep from screaming out.

Her hand finds the back of his head, curling into his Mohawk and he groans against her, sucking hard on her clit and causing her to jerk against him. Her other hand searches for something to grab onto, but the lockers she's leaning against offer her nothing, and she finds herself gripping his shoulder for support instead.

Her eyes close as his tongue delves deeper and with a few more encouraging licks, she's coming. Her hips arching as she presses herself against his mouth, moaning in pleasure and his name slipping from her lips unbidden.

For a long while after, she feels lightheaded and dizzy, her legs feeling like jelly and every nerve ending in her body from head to toe is tingling with awareness. She feels his lips on her inner thigh, soft and warm, easing the quivering, before he lowers her leg off of his shoulder.

Her eyes open to see him slowly rise to his feet, wiping his chin on the back of his hand. She watches as he licks his lips lasciviously, giving her a pointed and smug look. She grabs his face and pulls his mouth down on hers, kissing him hard and deep. She can taste herself on his tongue and she can feel him pressing against her hip, painfully hard.

Her hands reach for his belt, undoing it and then quickly unbuttoning his jeans and slowly unzipping them. When her hand slips into the opening, her hand wraps around him instantly, the lack of underwear not lost on her.

His hands smack loudly against the lockers on either side of her as he tears his mouth away from hers, breathing hard and ragged in her ear. She slides her hand along his rigid length, ever hardening with every stroke. She loves that she can do this to him, bring him to his knees with the touch of her hand and reduce him to this.

She presses her mouth to his neck, open and hot, sucking softly and letting her teeth graze his Adam's apple. She can tell that he's close as he moves against her, she admits that it's hot, bringing him to release this way.

His hand joins hers, guiding her, showing her where he's especially sensitive and where to add more pressure. He groans her name when she does something that must feel especially good because the next second he's jerking her hand off of him and grabbing his wet towel off the bench behind him to cover himself as he comes.

She watches unabashedly as he cleans himself off and then zips and buttons up his jeans, buckling up the belt again. And then finishes buttoning up his shirt, having only gotten half of them done before she'd interrupted him.

He looks up then and she smiles. He chuckles a little. "Definitely not going to be able to step foot in here without getting a hard on from now on."

She feels herself flush, realizing that she'd just let Noah Puckerman go down on her in the boys locker room at school.

"What if we'd been caught?" Panicking now.

"Well, then the perv would've gotten quite a show." Unconcerned.

She sucks in a breath. "We can't let this happen again."

He steps closer, slipping his arm around her waist and tugging her closer. "If I recall correctly, you're the one who came in here and then kissed me."

She frowns, realizing that he's right.

"Face it, Berry. You can't keep your hands off me." He says, sounding awfully cocky.

"I most certainly can." She protests.

He raises an eyebrow and then lowers his head, his lips a breath away from hers. "If you say so, baby."

She feels the magnetic pull towards him, instantly drawn to him, and she finds herself leaning in, wanting to feel his lips on hers, needing it. Just as her lips are about to touch his, he pulls back, releasing her and stepping back. She nearly stumbles forward and he grins.

She huffs and crosses her arms. "Fine! I can't keep my hands off you. But you seem to have the same problem."

"I never said I didn't. And just so you know, I don't exactly think of it as a problem." Smirking.

She rolls her eyes.

He chuckles. "C'mon, I'll take you home."

She raises an eyebrow. "Are you forgetting something?"

He gives her a puzzled look.

"My panties."

"Oh, those." He gives her a mischievous smile. "I was kind of hoping you'd go commando. It would be so hot!"

She holds out her hand. "My panties please."

He sighs and then pulls out the cranberry colored scrap of lace from his back pocket. "You're no fun, Berry." Handing them over to her with exaggerated reluctance.

"I'm certain that is not true, considering what I just let you do to me." She slips them on, feeling his eyes on her the whole time.

She stands, straightening her gray plaid skirt, fixing her argyle knee socks and then looks up to see him smiling with an odd expression on his face. But then he's reaching for her hand.

"C'mon, let's get out of here before we do get caught." He pulls her along after him as they exit the locker room.

TBC...

Song Credit: Chasing Cars by Snow Patrol

Thanks so much for reading and all the wonderful feedback. Just a heads up, I might be incorporating some more things from the newer episodes. Obviously, the story is already very much AU after Sectionals, but I kind of like mixing things in from canon just so that that time frame is more or less the same. So in other words, this is kind of how I view the show could've gone if we'd gotten a more Puckleberry spin than a Finn and Rachel with my own twists and turns thrown in.

I love Glee for being an ensemble cast show, but at the same time it frustrates me when there is little to none Puck/Rachel interaction. As for Bad Reputation, I loved the Puckleberry that we did get, but I still wanted more. There was still too much Jesse and Rachel for my taste. I thought Mash Up was a more evenly paced Puckleberry centric ep.


	12. Knocks You Down

**12. Knocks You Down**

_I never thought that I'd hear myself say  
__Y'all go on ahead, I think I'm gonna kick it with my girl today  
__I used to be commander in chief on my pimp ship flyin' high  
__Until I met this pretty little missile that shot me out of the sky_

_Hey, now I'm crashin', don't know how it happened  
__But I know it feels so damn good  
__Said if I could go back make it happen faster  
__Don't you know I would, baby, if I could?_

_Miss Independent to the fullest, the load never too much  
__She's helpin' me pull it, she shot the bullet that ended that life  
__I swear the pimp in me just died tonight  
__Girl, sometimes love_

_Sometimes love comes around  
__And it knocks you down  
__Just get back up  
__When it knocks you down_

He scowls as he watches Finn sing and dance with Rachel. He watches him spin her and twirl her and smile that goofy smile and it makes him want to knock his teeth out. He's a possessive ass, he admits it. He's not denying it, nor can he help it. Just like he can't help the fact that Rachel just up and announced to him that with Glee rehearsals and midterms this week, she couldn't afford to have any distractions. And by distractions she meant him, or more specifically, his 'roving' hands and 'meandering' lips. Her words, not his. He'd been less than pleased to put it mildly.

So, he's stuck spending his afternoons carrying out his detention, sitting in the back of the auditorium while the Glee club rehearses. In other words, watching his former best friend be all touchy feely with his girlfriend, who'd basically cut him off cold turkey, and that shit is not kosher.

They finish their rendition of Hello Goodbye and Mr. Schue calls it a wrap, satisfied with their performance. He tells them that he appreciates all their hard work and the extra hours, especially since they have midterms as well. He tells them that he knows all the hard work is going to pay off. You know, the usual bullshit that teachers spew to encourage students. Granted, he doesn't exactly disagree. Vocal Adrenaline are a bunch of pansy asses and this year, they're going to get their ass kicked, because let's face it, Rachel Berry was born to do this and no way is the term runner up in her vocabulary.

He watches her approach him, her eyes all a light, practically buzzing with energy and adrenaline. Did he mention, their best make out sessions happen right after Glee rehearsal because for some reason, all the singing and dancing totally gets her going. Too bad she's hell bent on keeping her hands to herself these days.

"You guys sound great."

"We do, don't we?" Happily. "I mean, sure Santana has to watch her pitch. And Finn nearly spun me right into Artie. But all in all, not bad." And then sighs. "Except, of course, with you gone, we're short a member and so far, the auditions have been a spectacular failure."

"You'll find someone." He reaches for her hand.

Shaking her head. "I don't see why you had to leave. Finn's being unfair and irrational. Maybe I should talk to him."

"There's enough tension in the group already. Me leaving was the best thing, trust me."

"It doesn't feel like it." Sadly.

"Look, you guys are going to kick ass at Regionals."

"Except you won't be up there with us."

He is about to tell her that he'll still be there to cheer them on when Quinn approaches, his eyes falling to her rounded stomach, his gut twisting a little.

"Can I talk to you?" She asks and then shifts her eyes to Rachel. "You don't mind, do you?"

He feels Rachel tense slightly before reluctantly pulling her hand from his. "Sure. I mean, of course." Turning to him. "I'll meet you outside."

He nods, watching her walk out of the auditorium. He turns back to Quinn. "'S'up?"

"I have this appointment for the baby today." She states matter of factly.

Instantly concerned. "Why? Is everything okay?" His gaze dropping to her stomach again.

"No, it's not like that. It's just routine, you know. They're going to do an ultrasound and check the baby's heartbeat." She explains.

"Oh." Relieved.

"So… well, if you wanted to… I mean, you said you did before…"

"You want me to be there?" To say he's surprised is an understatement.

Her expression changes, blue eyes growing cold. "I don't _need_ you to come or anything." Then shrugs. "But if you want to, you can."

A little puzzled by her change of heart. "Why now?"

"What do you mean?" She blinks up at him.

"I mean, you've never wanted me to be there before. All of a sudden you do now?"

"I changed my mind." She says simply. "It's your baby too. You have a right to be there."

He can't help but wonder what else she's changed her mind about. "Have you changed your mind about keeping her?"

"No." She says quickly. "Puck, this doesn't change anything. I'm still giving her away. I'm not ready for this. I'm not ready to be a mother."

He's silent. He gets it, he does, but even though he's had time to accept her decision, accept the fact that some strangers are going to be raising his daughter. His heart still aches, it's strange because she hasn't even been born yet, he hasn't held her, or even felt her move inside Quinn's belly. But the feeling inside him is so strong already, it's not like anything he's ever felt before. He can only imagine what it will be like once she's born and he sees her.

"Look, if this is going to make it harder for you then I understand. Like I said, it's not like I need you there. I'm fine doing this on my own."

"What time?"

"In half an hour."

He nods. She stares back at him and then gives him a look he can't place. "What?" He asks.

"I'm just trying to figure it out."

His brow furrows. "Figure what out?"

"This thing with you and man ha-" He glares at her and she rolls her eyes. "-Rachel. You're totally serious about her, aren't you?" Sounding skeptical and surprised and something else, a little hurt maybe.

He shrugs. "Yeah, I guess." Still trying to figure out what she was getting at.

"You don't sound so sure."

He scowls. "I just don't think it's any of your business." He frowns. "Why do you even care?"

"I don't." She says.

"Then why the 'friendly' advice to Rachel?"

He hasn't forgotten that it was her sagely advice last week that had planted seeds of doubt in Rachel's head, which had resulted in them breaking up, albeit they were back together the next day.

She seems taken back, as if she hadn't expected him to find out about their little talk. "Because she deserved to know the truth."

"But you hate her." Skeptically.

She shrugs. "Look, I was being nice, okay." She sighs. "I still think that she's annoying and a freak most of the time. And apparently for some reason, every single guy in my life can't help but fall at her feet. You can't blame me if I don't like her all that much."

"Jealous?" He says smugly.

"As if!" She scoffs. "Finn and I are over. And you knocking me up, pretty much guaranteed that you'd always be the boy who ruined my life."

Scowling. "It's not like I took advantage of you that night. You were the one to come on to me. So, stop acting like you're the innocent lamb and I'm the big bad wolf."

He's so fucking sick of taking all the blame for what happened, especially since it wasn't him who had done the seducing that night. Granted, he been more than willing to go along with it, despite the little voice in his head that told that it was a bad idea.

"Believe me, I know exactly what a huge mistake I made that night." She glares back at him. "And for the record, I don't believe for one second that this, whatever it is you're doing with Rachel, is going to last."

He clenches his jaw. "Well no one fucking asked you!"

"You know, she's too crazy and ambitious and you're bound to fuck it up." She says coldly. "Face it, Puck, you're a Lima loser and no matter how hard you try to change that little fact, it's not going to change the fact that she's going to go off to New York and become a big star on Broadway and you're going to be left behind in bumfuck Ohio." She spits out venomously, she's always known exactly what to say to make him feel like shit.

"God, are you ever not a bitch?" He wonders what he ever saw in her, aside from wanting to fuck her.

"Well, I don't know, when are you not a dick?" She pauses, her expression softening slightly. "Just two more reasons why giving this baby up is the right decision. They're going to love her and care for her and not screw her up, like we inevitably would."

He knows she's right. They're just two screwed up teenagers, too selfish and too irresponsible to be put in charge of an innocent life. They'd fuck it up and fuck her up in the process, he's certain of it. But it doesn't make the thought of giving his daughter up any easier to swallow.

He stuffs his hands in his pockets. "So, about the appointment. I just gotta take Rachel home first and then I'll meet you there."

She shrugs casually. "Sure. Whatever. Like I said, you don't have to, if there's something better you'd rather-"

"I'll be there." He assures her.

"Okay."

There's an uncomfortable moment as they both stand there, his hands in his pockets and hers awkwardly on her rounded belly. And then she's wordlessly moving past him and walking out of the auditorium.

He spots her immediately, standing by his truck, her dark hair blowing around her face. He watches as she tucks the rebellious strands behind her ear. Her coat is buttoned up with just the hint of her skirt peeking out from the bottom of it. From this distance, it almost looks like she's not wearing anything beneath it, just those ridiculously sexy knee socks. He realizes in that moment that he will forever associate knee socks with Rachel Berry.

She doesn't notice him as he approaches, her nose buried in her biology textbook, it has color coded tabs that mark the relevant chapters. The girl is crazy organized with her flash cards and study notes and study schedule, which she follows to the tee.

She'd tried to get him to do the same and he'd basically told her that she was lucky he was studying at all because he normally just wings it or threatens some nerd to let him cheat off of him. And one time he even slept with Mrs. Evans, the totally hot (for a forty something divorcee) and desperate tenth grade history teacher, to give him a passing grade. Of course, he doesn't tell Rachel this and it was only that one time, quickly learning that fucking teachers was too messy and complicated when you had to keep seeing said teacher in the halls afterwards. She transferred shortly after thankfully. At the time, he'd felt like a total badass, but looking back now, he realizes that it was a stupid thing to do.

"You do realize that you're going to ace that shit come tomorrow." He says in her ear.

She looks up, closing the book. "Is everything okay with Quinn?" She asks, ignoring his remark.

He nods. "Yeah, I'll tell you about it on the way to your house." He opens the door to his truck for her and she gets in.

He makes his way around his truck and gets in the driver's side, putting the key in the ignition and pulling out of the parking lot before he begins to speak.

"She has an appointment today. For the baby." He says.

"Is everything okay with the baby?" Sounding genuinely concerned.

He nods. "Yeah. It's just a routine checkup."

"Oh."

"Yeah. She told me I could come if I wanted." He says, glancing at her out of the corner of his eyes.

"She did? I thought she was adamant about doing this on her own and not wanting you to be a part of it."

"Yeah I thought so too. But I guess she changed her mind." Still not entirely sure why she changed her mind, but he has a feeling that it's more than just her realizing she was being a total bitch by keeping him away from his kid.

"Are you going to go?" She asks uncertainly.

Taking a breath. "I think I should, don't you?" He's pretty much already decided to.

She hesitates and then finally says. "I… I think it's the right thing to do."

He nods in agreement. "Yeah me too."

"When is the appointment?"

He sighs aloud. "That's the thing, I kind of have to drop you off and go." He tells her, looking at her quickly before returning his attention to the road.

She's always bitching to him about that, something about not wanting to tragically lose her life in a car accident before she even has a chance to become a famous Broadway star. He doesn't know what she's talking about, he's an excellent driver.

"I know we had plans to study and stuff, but-"

"This is more important." She says. "I understand. Quinn's finally giving you the opportunity to be a part of your daughter's life, so to speak, and you should be, Noah." She reaches over and takes his hand in hers.

He looks down at their joined hands. It feels sort of natural, which is strange because he's always hated this kind of stuff. _Hand holding was for pussies._ That is until last week, when they walked into school for the first time as an official couple and he found himself reaching for her hand before he even realized what he was doing. So yeah, this hand holding stuff, not so bad. Not that he'd ever admit it because that would get his badass membership revoked for sure, and he's pretty certain it's already in jeopardy of exactly that. Funny thing is, he should be totally freaking out, but he's not.

"Thanks. For understanding." Grateful for her support.

"Of course." She pauses. "I know it hasn't been easy for you these past months. I mean, you might be a lot of things, but the one thing you're not is your father."

He tenses. "I'm pretty sure you're the only one who thinks that."

"Well, I know better. I know you wouldn't try to renege on your responsibilities, no matter what." She squeezes his hand. "You're a good person, Noah."

He feels oddly relieved to hear her say that. He hadn't realized just how much he needed to hear that. That someone believed in him and didn't think he was a total heartless bastard. That he was a good person despite the mistakes he's made.

When he pulls into her driveway, he turns to her. "Thanks. For saying that."

"Well, it's true and you're welcome." She smiles and then leans forward and kisses his cheek softly.

He watches her turn to get out of the truck and he reaches out, grabbing her wrist before she can reach for the door handle. She turns to him, brown eyes looking at him questioningly.

"Rachel I…" He stops, struggling to find the right words. He's never been good at this, talking about feelings and shit. And this time is no different. Sighing. "I'll… call you later." He says instead, sounding totally lame.

"Okay." She says simply, flashing him another warm smile before getting out of the truck.

He watches her walk up to her front door and then she turns and waves at him before heading inside. He lets his head fall back, letting out a frustrated groan.

"Shit!" _What a retard?_

He's been driving around for an hour now, the flickering black and white image of his daughter in his head and the sound of her rapid heartbeat echoing in his ear. It's not what he expected when he went to the appointment. It's one thing to see Quinn's rounded stomach and know it's his baby growing inside and another thing altogether, to see that baby and hear her. It makes it all the more real. All the more terrifying.

It's all he's been thinking about after he'd dropped Quinn off at home, her parents having come around now, realizing that it wasn't very Christian of them to throw out their pregnant teenage daughter. He's certain that they're not thrilled, but at the very least, it seems like they're supporting her.

His mother, on the other hand, hadn't kicked him out or disowned him or even yelled at him. She'd just given him this look, this incredibly sad and disappointed look. She didn't act angry or upset, she didn't really act like much of anything. He almost wishes that she'd smacked him or shouted or something, anything other than just looking at him like he'd broken her heart.

She has always thought he was a monumental disappointment when it came to his Jewish heritage. He knows that. But he could still tell that she loved him and believed he was a good kid, despite his indiscretions. But now? _Now_ he isn't sure that she doesn't completely believe that he's a terrible son.

And what's worse is that she doesn't really say much to him anymore, no more nagging to clean up his room, or ragging on him when he comes home late, or lecturing him when he gets into fights at school. It's like she's already written him off as the lost cause he is, but then she looks at him sometimes and he swears that it almost seems like she's blaming herself for being the failure, not him. It fucking sucks because there's really nothing he can do to make it better.

Somehow he finds himself at Rachel's house without even realizing it. Her dads' car is in the driveway, which means they're home. He parks on the street and then heads around the back of the house. He can't deal with the 'rents right now, even though they probably wouldn't mind him showing up on their doorstep. They've been cool so far, don't seem to see him as a punk kid who is just out to rob their precious daughter of her virtue. Although, he's pretty sure that they're not stupid.

They had walked in on them when they were kissing on the couch that one time. Granted, it was pretty tame, his hands weren't even under her skirt and they were still fully dressed. They hadn't thrown his ass out or anything and Rachel had told him afterwards that her dads trusted her and her judgment. He'd told her that they wouldn't be so trusting if they knew about all the dirty things she let him do to her and all the dirty things he hadn't done yet, but couldn't wait to do.

He climbs through her bedroom window and she looks up, slightly startled. Her expression is priceless. He's pretty sure she was thinking he was a rapist or a murderer despite the fact that she lives in a really nice neighborhood, where there are never break ins or robberies or murders. But she's Rachel Berry and she has the tendency to overreact, which he's come to expect.

"Noah! You scared me!" Eyes wide.

"Sorry." He says, doesn't even attempt to tease her.

She's sitting on her bed, Indian style, with all her books open and study notes spread out. She's wearing one of his gray WMHS gym t-shirts, which is practically swimming on her, and a pair of black leggings. Her hair is pulled back into a messy ponytail and her face is scrubbed clean of make-up, not that she wears all that much to begin with. It's not like she needs it because she's fucking beautiful.

"What are you doing here?"

Shrugging. "Don't know." He doesn't. He just knows that he hadn't wanted to go home and he hadn't wanted to be alone.

She gets off the bed and he watches as she walks across the room to close the door to her bedroom. Her dads are still awake, he can hear the TV on downstairs. He moves to sit down on the bench at the foot of her bed because there isn't any space on her bed with all her books and papers. She comes and sits beside him, not saying anything. He simply reaches into his pocket, pulling out a black and white picture. He hands it to her and she looks down at it.

"Is this…" She hesitates.

"Yeah."

He watches her expression as she stares down at the ultrasound photo. "Wow." She breathes.

He can't help but smile because that's exactly what he'd thought when he saw her. "I know, right?"

She looks at him, a smile on her face. "It's pretty amazing."

"It's pretty scary." He admits.

She nods. "I can only imagine."

"It's weird though. I've known about the baby and everything for a long time now. I've had time to freak out and throw up and get my shit together. But I don't know, when I saw her and when I heard her heartbeat, it just… it was like…" Searching for the words to explain.

"It was like it was suddenly real." She supplies.

"Yeah." He looks at her. "And the thing is that even though I'm scared shitless. It's not what scares me the most." His eyes drop to the photo. "What scares me is the thought that she's going to be in the world somewhere and she's going to think that I didn't want her. She's going to think that no one loved her. That she was just some mistake that I couldn't wait to erase from my life." He fucking knows what that feels like and he wouldn't wish it on anyone, let alone his own daughter.

She reaches out and touches his hand in a comforting gesture. "I think she's going to have two people in her life that love her and want her, who will be there to help her understand that it wasn't that she wasn't wanted or loved by her birth parents. But just the opposite. They loved her so much that they wanted her to have the best life possible. The kind of life that two teenagers, not even out of high school, could never have given her."

"You really think so?" He asks quietly.

"Yes."

"How can you be so sure?"

He watches as she looks down, a bittersweet expression on her face. "Because I have a mom out there somewhere and I know it's the not the same thing because she was a surrogate and she was always going to be giving me to my dads." She takes a breath. "But when I was younger and kids used to ask me how come I had two dads? How come I didn't have a mom? Was it because I was a freak and she didn't want me?"

He can hear the hurt and sadness in her voice and it does something to him inside. All he can picture is a seven year old Rachel Berry with big brown eyes and pigtails in her skirt and matching knee socks being teased for not having a mother. He has the irrational urge to find every single one of those kids and beat the crap out of them. Because sure, he'd teased her too, for being a Glee club loser and threw slushies in her face, which he regrets now, but he has never made jokes about her having two dads and no mom. Hell, he knows what it's like to not have a parent in his life.

He squeezes her hand and she shrugs. "They were just kids." She dismisses.

"Yeah, kids who needed to shut the fuck up." He mutters darkly.

She gives him a look. "Maybe." Then smiles. "They just didn't understand. I was so lucky. I had two dads that loved me and wanted me so much that they never let me once feel like I was missing out on something so important as a mother." She looks at him. "And my birth mother, she did something incredible for two people who otherwise probably wouldn't have had a child to love and share their life with. And I know she may not have wanted me in the traditional sense, but she did want me in her own way and in her own way I know she loved me too."

She hands him the sonogram and he looks down at it.

"And your daughter is going to know that too. That giving her up was your way of loving her and it doesn't mean that you wanted her any less." She says softly.

They sit there for a while, her head resting against his shoulder and her hand warm and comforting in his, staring down at black and white, fuzzy image of his daughter.

The rest of the week is long and draining, but the good thing is that it's finally over. He'd just finished his last exam and Rachel is writing her last one right now, which means as soon as she's done, he's going to drive them to his house or hers, whosever's is closer, so he could totally make up for all the lack of attention he'd gotten this week.

He's standing outside the classroom where she's writing her English exam. His Math exam wasn't so bad, he thinks that he actually did okay for once. So apparently, all that stuff she's always spouting about studying and doing his homework, it actually works. But he isn't stupid enough to tell her that because if he does, she's going to think that she can get him to work even harder. And that shit ain't happening. Well, unless he gets something out of it of course. _He's always willing to negotiate._

The door to the classroom opens and she walks out and he can tell that she's pretty damn pleased with herself. And then her face practically lights up when she sees him waiting for her, her dark eyes sparkling and her smile huge. He admits that it never gets old, having someone look at him like they're really happy to see him. He knows that he's really happy to see her, and he doesn't necessarily mean that in a sexual way, although, he can't deny that there is a certain part of his body that gets excited every single time she walks into a room.

"I guess I don't have to ask how it went."

"The essay topics were challenging and thought provoking, but I was thoroughly prepared. I'm certain Mrs. O'Brien will find my response clear, concise, and thorough, although it was quite difficult to stay within the prescribed word limit. But nevertheless, it was definitely A material." She says confidently.

"Like there was ever any doubt." He mutters.

"And how did your Math exam go?" She asks.

"Definitely not as great as your English exam went." He says and then shrugs. "But I finished."

She stares back at him. "I'm going to need more than that."

"It was fine." He reaches for her hand. "Let's get out of here."

"Fine?" She asks as she allows him to pull her along. "Fine is not an appropriate response. Fine is what people say when someone asks 'how your day was' or 'how are you', although, 'I'm well' would be more grammatically correct in such a circumstance."

"I don't think I totally flunked it, if that's what you're getting at." He elaborates as they walk into the parking lot. "So, are we going to my place or yours? Yours is probably closer, but I know mine is guaranteed to be parental unit free and the twerp doesn't come home for another hour."

She stops short, pulling on his hand to bring his purposeful strides to a halt. "What do you mean you don't think you totally flunked it?"

He lets out an exaggerated sigh because he knows she's not about to drop it and all he really wants to do is get her alone with clothing being optional. "Exactly what it sounds like. I didn't fail."

She frowns. "Noah, I hope that you are simply incapable of judging your performance on tools used to measure academic excellence because I promise you that if you only put in a half assed effort, this no touch policy can and will be extended beyond this week."

He stares back at her in disbelief. Honestly, the only part he got was the last bit, which also happens to be the important part. "Are you shittin' me?" She makes a disgusted face. He knows she hates that particular phrase. "Look, I got to be honest with you, the only reason I made it through the week, and went along with your no touch policy, was because I knew that the torture would soon end and frankly, you owe me some serious boob action. Not to mention, I'm pretty sure that my dick is in serious danger of falling off if you don't touch it soon."

She rolls her eyes. "Don't be ridiculous, Noah."

"I'm not being ridiculous, you are! You can't hold out on me because I happen to be mathematically challenged. And I fucking studied and memorized your damn formula chart and everything! And I don't ever study, but I did for you!" He shouts. "So, this! This is completely fucking insane!"

"You studied for me?" She asks quietly.

He rolls his eyes. "Well, why else would I?"

"So, you studied because I asked you to?"

"Berry, you don't ask. You tell and demand and nag until the other person has no other choice but to do what you want or find the nearest sharp object."

She crosses her arms. "I do not."

"Yes, you do and most of the time, it's fucking hot because you're ordering around those gleeks like a fucking drill sergeant." He smirks before reaching for her and tugging her closer. "And even though I hate when you tell me what to do, this time you were right to boss me around." He shrugs. "A football scholarship isn't guaranteed and if I want to get out of this town, I probably should start hitting the books if I want a college to take me seriously."

The look on her face is scary happy, like she'd just found out that the actress she'd been the understudy for just broke her leg and now she was going on in her place.

"I can't tell you how proud I am of you for taking your future seriously, Noah." And then her hands sliding up his chest and around his neck and he feels his cock twitch. All the lack of attention was doing a number on his body. "And I suppose it was unfair of me to threaten to withhold certain privileges you're entitled to as my boyfriend."

"Hell yeah!" He exclaims.

"I'm sorry." Sincerely.

"'S'okay. I know of a way you can make it up to me." He teases, leaning down and capturing her lips hungrily.

"Still slummin' it, Puckerman?" He hears, pulling away from Rachel to see Karofsky and a couple of the other guys from the hockey team.

He tenses and he feels Rachel squeeze his hand, pulling him along. "Ignore him."

He nods and lets her lead him towards his truck.

"C'mon man, I'm just kidding. Seriously though, she must be good for you to go for a repeat."

He stops and she looks up at him with those big brown eyes, practically begging him to let it go. Hell, he knows he should, but he just can't and he's pulling his hand out of hers and turning and walking towards the hockey jock.

"If I were you, I'd shut the fuck up before you tempt me to ugly up your face even more than it already is, Karofsky!" He gets up in the boy's face.

He notices how Karofsky's gaze shifts over his shoulder to where he knows Rachel is standing. "Look, I get it." He says, leering. "With legs like that and those tiny skirts, who could blame you?" He clenches his jaw, controlling the urge to punch him. "Besides with a mouth like that I bet she sucks cock like a pr-"

His fist comes up instantly, colliding with Karofsky's nose and he hears Rachel gasp loudly. He's pretty sure he's broken it with all the blood that's pouring out.

"Noah!" He hears Rachel shout before he's jumped from behind and sucker punched by a second guy.

He grunts in pain, the air knocked of him for a second. That's pretty much all it takes for the other guys to gain the upper hand. He catches a fist just below his eye as he attempts to shove them off. He can hear Rachel shouting for them to stop and then suddenly, Finn's there and he's pulling the larger of the two off of him. He manages to get a right hook in and easily knocks the other off. He's getting ready to get another good one in when he hears Mr. Schue.

"Enough! That's enough!"

"He broke my nose!" Karofsky shouts, sounding very nasally.

"Yeah, you're fucking lucky that's all I broke!" He shouts back, taking a step closer when Mr. Schue pulls him back.

"You know there is zero tolerance for fighting on school grounds. All of you get inside and wait for your parents."

He groans inwardly and then catches the look on Rachel's face. She's looking at him as if he'd just told her Barbara Streisand was a fraud.

Twenty minutes later, he's sitting in the nurse's office with Finn, while Rachel is in the hall explaining what happened. He watches her through the glass, she's waving her hands about animatedly, and he's certain that she's giving Figgins and Schue a complete play by play. _It's going to be a while._

He touches his eye and winces. _Dammit!_ That's going to get ugly fast. He glances over at Finn, he's sporting a busted lip, it's bleeding and swelling pretty bad.

"Hey…" He says. "Thanks."

Finn looks over at him and shrugs. "Yeah. Sure."

"No, seriously man. You could've just let them beat the shit out of me." Smirking. "I'm sure you wanted to."

Finn smiles a little. "Not gonna lie. I did think about it."

He chuckles to himself. He doesn't blame him, he would have probably been reluctant as well if their positions were reversed.

"And then I remembered that time during our Freshman year when I accidentally spilled my slushy on Tim Jenkins and he and his buddies were going to pound me into the ground after school." Finn turns to look at him. "And you totally had my back, even though they were bigger, stronger, and seniors."

Grinning at the memory. "Yeah, I remember. I also remember that we pretty much had the crap kicked out of us." Making Finn laugh.

As he remembers it, he'd been the one to knock Finn into Tim in the first place, so he did kind of owe him. But he isn't stupid enough to bring that up, not when this is the first time Finn has talked to him since he'd essentially deemed him dating Rachel the ultimate unforgiveable and forcing him to quit Glee. Rachel would call it having a moment. But he's not a chick and no way in hell do guys have _moments_.

His gaze shifts to Rachel, her hands on her hips and a look on her face that says that she's not fucking around. God, that chick is totally crazy and scary when she's hell bent on something. And right now, it's pleading his case and Finn's, and he figures he should be grateful because he's certain he'll be suspended this time around unless she's able to convince Figgins otherwise. His girl is fucking awesome, going to bat for him like this.

He feels a smile creep across his lips as he realizes that he'd just called Rachel Berry his girl. Truth is, she's been his girl for a while now. She's even called him her boyfriend, introduced him to her dads as exactly that. But he's never really reciprocated that particular sentiment, not out loud and not in his head, until this very moment.

"Whoa." He hears Finn say softly.

"What?" Turning to look at him.

"That look on your face."

He scowls. "I don't know what you're talking about, dude." Defensively.

"You were totally serious, weren't you?" His gaze drifting over to Rachel. "You really like her."

He follows Finn's gaze and Rachel catches his eye, they share a quick look and it makes his heart feel funny. Shit, he needs to get that checked out. It can't be normal. She smiles and the feeling intensifies.

"Yeah, I do." He admits.

"Whoa." Finn repeats.

"I know." He swallows hard as he realizes what it means.

After a beat, Finn speaks again. "She likes you too. A lot." He glances at Finn. "I can tell. The way she looks at you, I've never seen her look at anyone like that before. Not even me."

"Yeah?" Skeptically.

Finn turns to him. "Yeah, man. She's totally into you."

"Well, I guess, that makes us even because I've never felt this way before either." And then gives him a look. "And I swear if you repeat this shit to anyone, I will pound your ass." He threatens.

Finn chuckles. "It's cool."

"Is it?" He asks, seriously. "I mean, are we cool? Because I gotta tell you man, you're my fucking best friend and it totally sucks that you hate my guts right now."

"I don't. Hate your guts." He sighs. "I just hate that you keep going after the girls I happen to like."

"You know I'm sorry about the Quinn thing. I don't know what else to say about that, except that it was a shitty thing to do to you and you didn't deserve it."

"And what about Rachel?"

"I told you, man. I didn't plan it. It just fucking happened. Everyone was treating me like I had herpes, except her. We started hanging out and she was her usual neurotic self, but hey, who was I to complain. She was the only friend I had. And I still don't have a fucking clue why she even bothered in the first place. I was always a jerk to her."

"Because she's Rachel and she cares, even about the guy who used to throw slushies in her face."

Nodding. "Yeah, I guess."

"So, how did you go from wanting to light yourself on fire to liking her?"

"I don't know. I just know that it's about more than just wanting to get in her pants. I mean, don't get me wrong, I'm still highly invested in that particular aspect of this relationship because I happen to think that she's going to be incredible in bed. No lie. But it's more than that too, you know? I just like being around her." He knows that he sounds like a total pussy, but Finn's his best friend and he figures he owes him some real, no bull, honesty.

"Yeah, I know what you mean."

He watches Finn's gaze once again wandering over to Rachel and he gets it, gets the way he feels because used to feel that way every time he'd see Quinn with him. Granted, Finn's feelings for Rachel probably go beyond wanting in her pants, unlike his for Quinn at the time. But he gets it and he knows it totally sucks.

Rachel's heading towards the Nurse's office now and Mr. Schue and Figgins are in the hall talking to Finn's mother. He figures his mom hasn't arrived yet, she'd have to get someone to cover for her before she can leave work.

Finn stands up. "My mom's here. I should go." He says, turning to leave and then stops, turning back to look at him. "Maybe… maybe you can come over and play a little Mario Bros tomorrow after school. If we're not grounded, that is."

Nodding. "Yeah, that'd be cool." Is all he says because he realizes that he's a lucky bastard that just got his best friend back.

He watches as Rachel and Finn exchange a look as they pass by each other, it's brief and fleeting and awkward, and then he's walking out of the Nurse's office and she's walking up to him.

"So what's the verdict?"

She stands in front of him, an ice pack in her hand. "Three days suspension. It's the best I could do under the circumstances." She says and then holds out the ice pack. "Here. For your eye."

She's pissed. He can tell. It's also hot. He reaches out grabbing her outstretched arm and pulling her down onto his lap unceremoniously. She gives him an annoyed look, but remains perched on his thigh, smoothing down her skirt. And then she presses the ice pack to his eye, none too gently.

"Ow!" He exclaims. "Shit, that hurts!" He throws her an accusing look.

"I can't believe you." She says, sounding disappointed.

"What?" He grumbles.

"Why couldn't you have just let it go?"

"Because the guy is a fucking prick!" He says in disbelief. "And wait a minute! Why am I the bad guy, here? I defended your honor!"

_What the hell?_ Shouldn't he get some sort of reward for his efforts. Isn't that how it works in those stupid fairy tales he'd read to his sister when she was little? Dude defends damsel's honor and she plants one on him. It's a total panty remover.

She frowns. "Violence is never the answer. You broke his nose, Noah." She reprimands.

"Good." He says smugly. "He fucking deserved it." Not at all apologetic.

"And now, you've been suspended."

"Well, it's not like it's the first time." He retorts with attitude.

"And do you think it's the first time that some jock has made derogatory remarks about me?"

He frowns. "Well it isn't right. And I'm not going to fucking let it happen anymore. You're my girl, no one says that shit about you and gets away with it."

Her hand holding the ice pack drop away from his face and she stares back at him, blinking a couple times in surprise.

"What?" He snaps irritably.

"I'm your girl?" Her tone is softer now, less pissy.

He gives her a look. _Well shit! _It had just slipped out, he hadn't meant to blurt it out like that. "You're the one who said I was your boyfriend first." Defensively.

"I know and you are. But you've never called me your girl before." Her expression is soft and happy.

"Well you are." He confesses quietly.

She smiles. "I like the way it sounds."

He raises his eyes to meet her gaze. "Yeah?"

She nods and then places the ice pack on his eye again, more carefully this time.

"Good." He says and then sighs. "What I mean is…" Hesitating when her eyes meet his. "…I think that this thing, you and me- you know, us being together and stuff..." He takes another breath. "…it's a good thing. I like being with you, Rachel." _God, could he sound anymore like a chick?_

"Me too." She says.

"And I'm not stupid, you know. I know that I'm bound to fuck this up, no matter how hard I try not to. I know that this whole thing with Quinn and the baby only means that we have the odds stacked against us. I know that you deserve more, someone with actual goals and dreams. Someone destined to be more than just a Lima loser who's probably just going to drag you down with him. I get all that and the fact, that you're still here, well sometimes I think it's too good to be true."

Her brow furrows in confusion. "I don't understand." Quietly.

"C'mon Berry, it doesn't take a fucking genius to see how wrong I am for you."

Her hand drops away again, pinning him with a hard look. "So, what exactly are you saying? That you don't want to be with me?"

She moves to get up off of his lap and he grabs her, holding her in place. "What?" _How the hell did she figure that?_ "No! That's not what I'm saying!"

"Then what _are_ you saying, Noah? Because you tell me that you like being with me and then you tell me that you're wrong for me-"

"Because I am! Because I haven't a fucking clue as to why you're even here with me!" He says, his voice rising and then he sighs. "But you are and for some reason you see something in me. Something good, I guess. Something I'm pretty sure only exists because of you."

There's a long moment where she doesn't say anything and he begins to feel nervous. A quiet Rachel Berry is never a good thing.

"You're wrong." She says quietly.

"About what?"

"All of it."

He scoffs. "Figures." He looks away.

She touches his chin, forcing him to look at her again. "You're not a Lima loser." He opens his mouth to protest, but she fixes him with a hard look. "You're not. And I wish that you could see that and believe it like I do. You're talented, Noah. And you do have goals and dreams. You said it yourself, you want to get out of this town just as much as I do. And you will, I know it. You just haven't figured out what you want to do or how you're going to accomplish that…" And then she smiles teasingly. "…but good thing for you, you have a very smart and driven girlfriend who's very good at achieving her goals when she puts her mind to it."

He smirks. "You mean, you always get what you want."

She shrugs. "Most things."

He laughs and then groans when it hurts.

"Does it hurt really bad?" Sounding totally concerned.

He decides to milk it. "Like a bitch."

She leans forward and softly kisses his eye, probably black and blue by now, and it almost dulls the pain for that brief second her lips brush against his skin.

He hums. "I love when you do this. Go all Florence Nightingale shit on me."

She's giving him a look of utter disbelief, her eyebrow cocked. He realizes that she didn't think he knew who Florence Nightingale was. Well, he's fucking full of surprises today, isn't he? First, admitting she's his girl, then sharing his feelings and shit with Finn and then her. Maybe he should have his head looked at because he thinks he might have a concussion or something.

He simply rolls his eyes. "Whatever. It's hot!"

He vividly remembers how the last time they were in a similar situation, it had ended with him going down on her in the boys' locker room. He thinks the chances of that happening again are slim to none, considering the wall to the Nurse's office was made of glass and anyone in the hallway could see right into the room. _Who the fuck makes a wall made of glass? Where was the fucking privacy?_

She smiles coyly. "This really turns you on?"

Smirking. "Baby, after a week of this 'look, but don't touch' crap, it doesn't take much to turn me on." She blushes and it only makes his grin wider. "Speaking of being turned on. Admit it, me punching that dickhead totally turned _you_ on."

She frowns. "I don't condone violence."

"It got you all hot and bothered, don't even try to deny it."

"It most certainly did not." She says haughtily, sounding almost offended, but he knows better.

"So, you're saying, that if I were to slip my hand up you skirt right now, I wouldn't find your panties totally wet?" He smirks, placing his hand on her knee and then slowly sliding it higher.

She halts his hand before it can even reach the hem of the skirt. "Noah!" She whispers furiously. He raises his eyebrow and she huffs. "Fine! Yes. Maybe it turned me on. But only a little." And she reluctantly smiles. "I suppose, it was awfully nice of you to defend my honor like you did." She relents.

"Was that almost a thank you?" He asks playfully.

"No." She says and he frowns, but catches the mischievous glint in her eyes. "But this is." She whispers before leaning forward and pressing her lips to his.

She keeps it soft and chaste, but he's not having any of that. His hand slides into her hair, pulling her head down harder, opening his mouth and sliding his tongue inside hers when she gasps. She doesn't pull away though, instead her hand comes up to rest on his face gently, mindful of his bruised face. Not that he's feeling much pain right now, except for maybe the tightening in his groin. His other hand finds her thigh, smooth skin under his hot palm, fingers slipping just barely beneath the hem of her skirt when he hears someone clear their throat.

She pulls away from him so quickly that she nearly falls off his lap and he sees his mom and Mr. Schue standing there.

"Mr. Schue! Mrs. Puckerman!" She scrambles off his lap, standing and straightening her skirt. "I was just- just…"

"She brought me an ice pack for my face." He pipes up, trying hard not to grin.

"Yes! Exactly!" She tosses the ice pack in her hand onto his lap.

Mr. Schue gives him a stern look. "Yes, well, I was just explaining to your mother about your suspension."

He watches as Rachel uncharacteristically fidgets nervously, obviously feeling a little embarrassed about being caught with her tongue down his throat, or was it his tongue down hers. Either way, his mother was giving her a scrutinizing look.

He realizes that he's never really introduced Rachel to his mom. The last time they'd tried this dating thing, it hadn't lasted long enough for him to bring her home. And this time around, he'd been trying extra hard to keep the two women in his life (his sister doesn't count, 'cause she's a kid, not a woman) from meeting because in all honesty, the last thing he needed was to give his mother another reason to deem him a bad Jew and a terrible son if this thing with Rachel didn't work out. But he suddenly finds that he's not so worried about that anymore.

He stands up, dropping the ice pack onto the chair and then reaches for her hand. "Mom, this is Rachel." He says. "My girlfriend." And then he throws in. "She's Jewish."

And that's pretty much all it takes for his mom's eyes to light up like a menorah with visions of Jewish grandchildren dancing around her head.

He still ends up grounded with his phone privileges taken away, which means no calls, no texting in all its forms, including sexting. Although, the last time he'd suggested it to Rachel, she'd told him that she abhors it. He doesn't know what that really means, except that it sounds like she's probably against it, but he's pretty sure he can change her mind.

So basically, a three day suspension equates to sleeping in late and playing video games all day. But he admits that even that gets old real fast, especially when he has the house to himself all day and his girlfriend is stuck in school instead.

But sometimes he thinks that he doesn't give her enough credit because she totally surprises him on the second day, showing up on his doorstep during lunch period. Needless to say, they make good use of the couch for the better part of an hour before she leaves. Despite his attempts to persuade her to skip her afternoon classes, she doesn't but promises to come over after school.

His mom is totally cool about it too even though he's grounded. She invites her to stay for dinner and when Rachel volunteers them to do the dishes, he can see his mother already salivating at the thought of Rachel as her future daughter in law. It's totally fucked. After Rachel leaves, his mom practically threatens to castrate him if he's only using the 'nice Jewish girl'. He tells her that he's not, that it's not like that with her, that it's different. She actually starts to cry and hugs him.

He can't remember the last time she'd hugged him, but he figures it means that he's done something right for a change. And hell, if it's going to make her happy instead of make her sad all the fucking time, he can deal with the fact that his mother has already started planning his wedding to Rachel before he even turns eighteen. It's a small price to pay to put a smile on her face and relieve her fears about him going to hell.

On the third day, Rachel brings him his homework after school because according to her, with all the progress he's made, he can't afford to fall behind. He tells her that it defeats the purpose of being suspended. She rolls her eyes and hands him his assignments anyway. They spend the afternoon in his room doing their homework with the door closed, because his mom totally loves Rachel and thinks she's a 'good' girl. When he tells Rachel that Mr. Henderson, his Math teacher, posted the exam results online and that he got a B-, she totally jumps him and lets him finger her even though his mom is downstairs. _So much for being a 'good' girl._

TBC...

Song Credit: Knocks You Down by Keri Hilson Ft. Kanye West and Ne-Yo

Thank you for all the feedback. Everyone has been so supportive and encouraging, it's definitely what keeps me writing.


	13. Your Love Is A Song

**13. Your Love Is A Song**

_Ooh, your love is a symphony  
__All around me, running through me_

_Ooh, your love is a melody  
__Underneath me, and into me_

_Oh, your love is a song  
__Your love is a song_

_Oh, your love is a song  
__Your love is strong_

So, she's come to a decision. She's ready.

She's thought about it, long and hard. Truthfully, she's been giving it serious thought ever since they started dating, it's been a constant in the back of her mind. It's hard not to think about it when a boy like Puck is your boyfriend, not that he's ever pressured her or anything. But she supposes that it's always been a given that once she started dating a boy with a sexual prowess as legendary as his, it was only a matter of time before she lost her virginity.

It's not as if she's had the intention of waiting until after marriage or anything, but she's always vowed that when she finally decided to have sex, it would be with someone whom she trusted implicitly and cared for deeply. Not because of some silly notion that if everyone else was doing it she should too. But then again, she's always known what she's wanted and never been afraid to follow her own rules, even if those very rules defined her as a freak or an outcast. Sex has always been a big deal to her and she's always believed that when she found the right boy, the decision would be an easy one.

She just never thought that it would happen so quickly or that the boy she would be thinking these things about would be Noah Puckerman. She supposes it shouldn't be such a complete shock since she and Noah have always had this undercurrent of something, sexual tension or a strong connection, between them and it only seemed to intensify once they'd gotten together. But even though she should've seen it coming, it still managed to blindside her when she did finally realize it.

It happened last week when they were watching a movie with his sister. Sara had asked her to watch with her and of course, she'd agreed, much to Noah's displeasure. He'd said that she hadn't come over to play with his sister, she'd come over to _play_ with him. But after much protesting and a lot of creative persuading on her part, he'd joined them. So, they sat there on the couch with his sister on the floor in front of them watching High School Musical. At the end, he'd reached over and took her hand in his, whispering how she was a way better singer than that Gabriella chick, adding in that he was way hotter than the Troy dude, and that their duet for Regionals was totally going to kick ass.

And that's when it hit her, no one makes her feel the way he does, her heart ready to burst out of her chest and her body warming from just a simple touch. And no one gets her quite like he does or makes her feels so comfortable in her own skin. He understands her insecurities and her crazy obsessions. He accepts her for who she is, faults and flaws in all, she can admit that she has them. All the things she secretly hates about herself, all the things that she wishes she could change, all the things that she always thought would make it impossible for her to be wanted by a boy don't seem to matter to him. Instead, he seems to like her just the way she is, crazy and all.

And that alone makes her all the more sure that he's the right choice. She knows him and trusts him. He's not like the other boy, who held her heart and carelessly broke it a thousand times over without even realizing it. Because this feels different, somehow much more than anything she's ever felt before, something she's certain she's too young to be feeling, her dads would say so. But she knows her heart and her head and they're telling her that this boy is the one she wants and belongs with. Whether he feels the same way or not, she doesn't know, but she suspects he does, or maybe she just hopes.

Either way, she's come a decision. She's ready.

Her ballet class had just ended when she got his 911 text. When she gets to his house, she's expecting it to be nothing more than his usual attempt to get her to engage in an impromptu make out session. He's still claiming withdrawal symptoms for the week she refused to make out with him, and that was over two weeks ago.

She rings the doorbell and the next moment the door is yanked open, a hand reaching out and grabbing her arm to pull her inside.

"Noah!" She shrieks in protest.

He's wearing a blue hooded sweatshirt, the hood pulled up over his head. She frowns, but doesn't have a chance to ask as she's literally dragged up the stairs. She barely gets out a polite hello to his mom and his sister who are in the living room watching TV.

Once they're inside his room, he closes the door and she stares at him in disbelief.

"Alright, what's going on?" She demands and then hesitates. "You haven't done anything illegal, have you?" She whispers fearfully.

He rolls his eyes in an exaggerated manner. "No." And then he takes a deep breath and pushes the hood off his head and her mouth drops open. "Shit! It's bad, isn't it?" Stalking into the adjoining bathroom. "I knew it!"

She follows after him, watching as he stares at his reflection. "What happened?" She asks quietly.

"I was just trimming the 'hawk because it was getting too long and I kind of got distracted and my hand slipped."

"You were distracted? By what exactly?" Confused.

He looks at her through the mirror's reflection. "That's not important." And she rolls her eyes because she should've known better than to ask. "Just tell me, you can fix it."

She bites her lip, assessing the damage to his hair cut. The strip of hair running through the middle of his head was now severely uneven and crooked. "I'm afraid you're going to have to shave it all off, Noah." Softly.

"Hell no! I can't do that. You don't maim the Puckasaurus!" He protests in outrage.

Rolling her eyes. "Don't be ridiculous, it's just hair. It will grow back. It does not define who you are."

He turns around to face her. "You don't get it. My hair is like your voice. What if you couldn't sing? What if you lost your voice?"

She gasps aloud. "Don't even say that out loud!" Her hands reaching up to her throat protectively.

He sighs. "I'm sorry. I didn't mean that." He takes a breath. "It's just… I'm a badass. People fear the 'hawk and chicks love it." Throwing her a pointed look. "I mean, it totally got you to fall for me."

She feels her cheeks become warm because he doesn't know how true that is, not the part about her falling in love with him because of his stupid haircut, but the fact that she has fallen in love with him.

"I'm not certain that's entirely accurate. Personally, I've always found it silly."

He smirks. "You love it. In fact, I'm convinced that it turns you on even more. You're always running your fingers over it and grabbing onto it when I go down on yo-"

"Noah!" She blushes furiously.

"What? I didn't say I didn't like it. It's fucking hot, baby." He grins and she has to admit that even with the mangled Mohawk, he still manages to look sexy.

He turns around and stares back at his reflection sadly. "What if, without it I become just another guy, another loser, another nobody." He looks at her through the mirror. "It happened to that guy. You know, the one who lost all his hair and lost all his strength."

"You mean, Samson?"

His brow furrows in confusion. "No, Agassi."

"Oh."

After a long pause, he picks up the electric hair clippers, raising them up to his head and then stopping.

"I can't." He holds them out to her. "You're gonna have to do it."

She takes the clippers form him. "Wait here."

She heads into his room to grab his desk chair, removing the pile of clothing and placing it on top of the desk because frankly she's not certain if they're clean or dirty, she's hoping they're clean though. She then wheels the chair into the bathroom, positioning it in front of the sink.

"Sit down." She instructs.

She notices that he'd stripped off his sweatshirt, leaving only his white sleeveless undershirt. He'd tell her it's called a wife beater, but she doesn't particularly like that term, even though his arms always look especially lovely in it. He'd also protest to her calling his biceps (guns) lovely. He's also wearing a nicotine patch and it makes her smile because she knows that he's been trying very hard to quit and she knows it's for her because she hates him smoking. It's bad for his health and it really is an awful habit.

He sits down and then leans his head back against the edge of the sink, his eyes staring up at her, cinnamon colored with swirls of green and gold. She slowly runs her hand over his head and the remaining strip of hair.

"Ready?" She asks.

"No." He scowls miserably.

She smiles softly and then leans down, brushing her lips over his softly, he tastes like oranges, sweet and tangy.

Pulling back before he can deepen it. "I promise, you're still going to be a badass without it."

He sighs. "Okay. Do it."

And she turns on the clippers and proceeds to run it over his head, shaving off the remaining strip of hair. It doesn't take too long and when she's done, she runs her hand over his freshly shaved scalp. She can feel the bones in his skull and the minimal hair left is soft, it tickles the palm of her hand.

"I think it looks good."

He lifts up his head and runs his own hand over the top of his scalp, grimacing at the lack of hair. He then stands, turning to face the mirror, once again lifting his hand to run it over his head. He stares at his reflection and she wraps her arms around his waist, pressing herself into his side.

Looking at their reflections in the mirror, admiring how good they looked together, how well they're physical features complimented each other. "I think you look very handsome."

He scowls.

And she immediately retracts her statement. "I'm sorry, I meant, very hot."

"You're just saying that." He mutters.

She smiles and then steps in front of him and the sink, blocking his view of the mirror. "Noah, when have you ever known me to say something simply to spare someone's feelings?" She questions, raising her eyebrow pointedly.

"True, but you're my girlfriend and of course, you're going to think I'm still hot."

"Okay, so what if I said that I happen to find you more attractive now?" She says seductively, sliding her hand up his chest, feeling the hard muscle beneath the cotton of his undershirt.

He narrows his eyes. "Are you trying to distract me?"

"Actually, I'm trying to seduce you. Is it working?" She bites her lip, batting her big brown eyes up at him.

He chuckles, running his hands down her sides, coming to rest on her hips. "Totally."

"Want me to show you just how hot I think you are?" She asks playfully as she presses herself against him, placing her mouth on his neck.

He groans. "What's gotten into you?"

"I was hoping you." She whispers and she feels his hands on her hips tighten reflexively.

"Shit!" He curses. "You know, you shouldn't say things you don't mean." He warns.

"Who says I don't mean it?" She rises on her toes, letting her lips tug on his earlobe.

Suddenly, he pulls back to look at her. "What?" Pausing as he seems to let it sink in. "Are you saying…"

"Yes." Simply, watching his reaction carefully.

"Since when?"

Shrugging. "I've been thinking about it for a while."

"Yeah?"

Nodding. "Yes, of course. Haven't you?"

He gives her a look that says that she's just asked a dumb question. "Hell yes!" He says emphatically and then adds. "But you said weren't ready and I got that, loud and clear. Besides, I've been okay with waiting. I wouldn't ever pressure you to do something you didn't want to do."

"I know." She smiles up at him. "You've been so wonderful. Patient and sweet and you never once made me feel guilty for the times I would stop you."

"But now you're ready?" He asks, and she can practically see the desire in his eyes.

"Yes."

"And you're sure?" His eyes boring into hers.

"Yes." She touches his chest, right where his heart is. She can feel the steady thumping, slightly more fast than normal. "Noah, I-" She stops herself and rephrases. "-you mean a lot to me. And when we do this, it's going to mean something too, for me at least." She says carefully, watching for any uneasiness on his part, any signs of him bolting for the door.

He just smiles, not in a cocky or snarky or suggestive way. In a genuine and honest way, something she's found is rare when it comes to him. He tends to hide his feelings behind smirks and grins far too often.

"And I trust you." She says.

He raises a hand and brushes back some loose strands of her hair, tucking them behind her ear in a tender gesture. "I promise I'm going to make you feel so good. You know I'm going to take care of you, right?"

And her heart feels like it's going to beat right out of her chest. "I know you will."

He leans down to kiss her, softly and she leans into him, raising up on her toes to deepen the kiss. He lets her for a few moments, their tongues slide against each other while his hands get lost in her hair as hers begin to drag up his shirt.

He groans into her mouth, pulling her hands away. "Baby, no offense, but your timing sucks." He grumbles.

She blinks up at him. "I beg your pardon?" She happens to know her timing is impeccable.

"My mom and sister are downstairs right now, which means getting you naked and sweaty beneath me is not an option at this moment."

"I see your point."

And then his expression brightens. "Wait. What about your place? Are your dads home right now?"

Sighing. "Unfortunately, yes."

"I can't believe this." He mutters. "It's like when you were a kid and you learn about Christmas and Santa Claus and the presents, and then you find out that Santa doesn't visit Jewish kids."

She frowns. "That's a bit of an exaggeration, don't you think?"

He looks at her seriously. "No. I was fucking devastated when I was told that we don't celebrate Christmas, instead all we get is Hanukkah, eight days of lighting candles and praying."

She rolls her eyes at his ignorance. "But didn't you get presents too?" She knows he probably did, she did when she was younger.

"Yeah, of course."

"Well, isn't eight days of presents a lot better than just one?"

"So, what you're saying is…" He pauses. "…we're going to be doing it a lot more than one time?" He says cheekily.

"That's not exactly what I meant." She says warily. "Although, I suppose whether or not I'm willing to try it again with you will depend on whether those rumors about you are true or simply just talk." She teases because she's pretty certain that she's in good hands with him and it's pretty much a guarantee that they will be doing it a lot more than just once.

"Are you questioning my badassness?" Placing his hands on either side of her, trapping her between himself and the sink.

She laughs, remembering the first time he'd ever said that to her. "Actually, I think I was questioning the legitimacy of your sexual prowess."

Her laughter quickly dies on her lips when his mouth presses against hers, hot and hard and hungry. She feels the edge of the sink bite into her lower back as her arms wind their way around his neck. She feels him press against her stomach, hard and eager, sending a rush of heat through her, enough to make the idea of waiting for even another day seem unbearable.

She breaks the kiss, breathing hard. "What about your truck? We could go down to the lake." She suggests.

"You mean, like now?"

She nods. "Yes. I'm assuming you have protection because I'm not on the pill yet and while I know that the responsibility of protection shouldn't fall on just your shoulders, I just assume that you have condoms, which I'm willing to obviously share in the cost because I want to be smart about this, although, I guess I don't have to tell you-"

"Whoa!" He interrupts her rambling. "Take a breath, Berry."

She does as he says.

"Okay, first, I'm not going to have sex with you for the first time in my truck. I know I'm not the most sensitive guy on the planet, but even I know that taking a girl's virginity in the backseat of a car is the oldest cliché in the book." He pauses and then adds. "Don't get me wrong, I have no problem with us doing it in my truck, and we will, plenty of times." He smirks easily. "Just not for your first time."

"Oh okay." She says softly, she swears that she feels her heart melt just a little bit.

"Second, I made a bad decision not to use protection with Quinn. I knew better and I've never done that before, but I was drunk. I guess, I wasn't thinking. It's not an excuse, I know. I was stupid."

"Not stupid. You just made a mistake." She corrects him.

"Right, well now there's a baby." He says. "And let me tell you, that's pretty much all it takes to scare you into using protection all the fucking time, even if the girl says she's on the pill. It never hurts to double up."

"Then I should probably talk to my dads about taking me to see Dr. Goldstein so she can give me a prescription for the pill."

"Yeah, well then you might as well not even bother because the moment they hear you want to go on the pill, it's a dead giveaway that their baby girl is about to have sex with her, albeit hot and irresistible, boyfriend. And they're not going to let me within a ten foot radius of you."

"That's completely ridiculous. They like you and they trust me. Besides, I have a very open relationship with my dads. I'm sure that they will be pleased with my ability to handle the matter responsibly."

"Well, you know your dads better than I do, but baby, I doubt they're going to be pleased." He sighs. "And from experience, I know parents and hearing the words daughter and sex in the same sentence tends to end with an angry dad's hands wrapped around my neck."

She frowns.

"Look, it's your decision, I'm not going to tell you what to do." He shrugs. "But until you do go on the pill, condoms are pretty safe. And we'd be careful. I'd be careful." He says resolutely.

"I know you would, Noah. But it's both of our responsibilities, not just yours."

"Look, I get that, I do. But I'm the guy and as the guy, it's my job to take care of you, which means I bring the condoms and if I bring the condoms then I'm paying for them too. I don't care if that makes me sound like a sexist prick."

"So, by the same line of thinking, if I were to bring them, I-"

"You're not bringing them." He says adamantly.

She gives him a look. "Well, in that case, you are being a sexist jerk."

"Like I said, don't care. That's just how it's going to be, so deal with it."

She huffs a little, turning her head away from him. It's more for show than anything. She really doesn't mind that he's so adamant about the whole condom thing. She actually thinks it's sweet. And then she feels his hands on her arms, tugging her closer and she knows that he's not buying her pissed act. His lips brush against her temple and she begins to smile. Her arms slip around his waist and she turns her face, pressing it into his chest, breathing in his clean scent, a mixture of soap and cologne.

"Thank you." She whispers.

He simply wraps his arms around her shoulders in response, holding her closer.

They spend the rest of the week trying to find time alone, all of their attempts so far being thwarted much to her disappointment and Noah's growing frustration. Noah is convinced that he's being punished, that this is karma for being a bad Jew and a bad son and just for the all around bad things he's done. She doesn't believe in karma but considering the amount of bad luck they've had this week, she's not at all uncertain that he might just be right.

Take for instance the fact that his mom has always worked afternoons, but this week she's been scheduled for all day shifts, which means she's home in the afternoons when he gets home from school. And then all of a sudden, her dads have been insisting that they spend more time together as a family, which means family game nights and movie nights and dinners together. If she didn't know better, she'd think that they somehow found out about her and Noah wanting to take the next step in their relationship. But she knows for a fact that they don't.

Nevertheless, their behavior is odd and she's beginning to wonder if there's something they aren't telling her. But every time she asks them if something is wrong, they tell her that they've just been working so much and felt like they had been neglecting her. And just when she's beginning to think that the week is a lost cause, her dads announce that they will be going to Cleveland for the weekend, which means that she will have the house to herself for the next two glorious days.

Noah has early practice on Fridays so he doesn't pick her up like he normally does, instead, she meets him by his locker before first period. She can't wait to tell him. Unfortunately, they barely get time to talk because practice runs late and by the time he finishes showering and changing, the first period bell is ringing and he's grabbing his books out of his locker and kissing her quickly on the lips before running off to class.

At lunch, they sit in the cafeteria with the glee gang. Now that Finn and Noah are friends again, Noah rejoined glee and thankfully, the tension in the group has eased. She admits that it's nice to have everyone getting along for once. When she realizes that the chances of her and Noah having a moment alone is becoming less and less likely, she considers texting him the news. But then she decides against it because telling him in person has the potential of ending with him showing his approval in a mutually gratifying way.

She's beginning to think she's addicted, to him and his hands and his lips. She's never felt this way before, this overwhelming, all consuming need to be with him, around him. She can only imagine what it will be like after they have sex, perhaps it will lessen in intensity once some of the tension is eased. But then she feels his hand on her thigh under the table, his long fingers flirting with the hem of her skirt, and she realizes that that is just foolish thinking because she can't imagine Noah touching her and her body not reacting the way it does.

It's not until the end of the day, after Glee rehearsal, that they find themselves completely alone. They're backstage in the auditorium, he'd pulled her into a darkened corner as she'd been exiting the stage and had then proceeded to kiss her hotly. She and the girls had just done their Madonna number for the boys and she's still wearing the red corset and black pants, the matching blazer is currently lying at her feet.

"I'm beginning to think that you're trying to kill me." He says, his voice low and deep.

"I don't understand." She says, distracted by the feel of his mouth on her neck and his hand cupping her breast through the fabric of the corset.

"I nearly came in my pants watching you up there." He presses his obvious erection against her to prove his point.

"Oh." She says lamely, feeling her own body react, answering with a rush of liquid heat between her legs, dampening her panties.

He chuckles. "You were so hot." He whispers in her ear.

"So, it was good?" Biting her bottom lip as she raises her brown eyes to meet with his hazel ones, growing darker by the minute.

"Let's just say that it definitely made me want to _express_ myself." He leers at her.

She laughs, but feels her cheeks grow warm. "I can't believe you just said that."

"Well baby, I can't believe it's been almost a week since you gave me the fucking green light and your cherry is still intact." He leans forward. "That is not exactly up to the Puckerone standards. I never leave my girl hanging that long."

"Yes, it's been quite disappointing, I must admit." She says in mock seriousness.

"In my defense, I seriously think that your dads and my mom got together and discussed strategies on cock blocking." He says in frustration.

"Well…" She says, running a finger playfully down the buttons of his shirt. "…what are you doing this weekend?" She asks with a knowing smile.

He grins devilishly. "God willing, you." His hands curl around her hips as he presses his against hers suggestively. "Why?"

"I just found out this morning that my dads are going away. I'm going to have the house to myself for the whole weekend." She announces.

Smirking. "See, I knew the good Lord wanted me to get into your panties."

Rolling her eyes. "Yes, it had be some sort of divine intervention because everyone knows God is solely devoted to ensuring that Noah Puckerman gets laid." Sarcastically.

"No baby, that's your job." Grinning lasciviously.

"You're incorrigible."

"You can call me whatever you like, just as long as you know that for the next two days you'll be screaming it at the top of your lungs." Wiggling his eyebrow suggestively.

She looks away, pushing him back a little. "You're impossible to talk to when you're like this."

"When I'm like what?" Knowingly.

"Like… like you are right now."

"How am I right now?" Leaning forwards a bit, purposefully invading her personal space.

"Horny." She detests that word, but it's the only word that describes how he's acting.

"Fuck, that's hot. Say it again." Totally serious.

"No!" She says in indignation, shoving him playfully.

He laughs and she can't help but smile. "So, seriously. This weekend. You and me. It's finally happening?" His expression growing serious.

Meeting his gaze. "It appears so."

His eyes bore into hers and she feels her heart skip a beat. "I'm totally going to rock your world." His hand coming to brush away a few loose strands that had fallen free from her up do.

The gesture is tender and sweet and it warms her heart. "I'm counting on it." She says with a small smile.

She then kisses him softly on the lips before bending down and picking up the discarded blazer, her body purposefully brushing against him as she slips past him to head to the dressing rooms.

"Fuck Berry, you're killing me." She hears him mutter after her.

When Saturday night comes around, she's got everything planned, ensuring that the evening would be perfect. She's picked out her outfit, the black skirt that he seems to like so much and a sheer pale pink blouse with a white camisole underneath, and of course, matching lingerie. She went through her iPod and compiled a playlist of specific songs to set the mood just in case, not that she thinks they need any help in that area because they never have before. She's placed candles around her room to be lit later because she isn't sure she's ready to do it with the lights on, but she still wants to be able to see him. She has the lasagna that her dad left for her, heating in the oven and she's deciding whether or not to open a bottle of wine. Her dads usually let her have a glass with the occasional dinner and she thinks that it might help to ease her nerves, which have her more than little on edge.

She's not sure why she's nervous, she hadn't been when she'd told him that she was ready to have sex and the whole week or yesterday and this morning, leading up to tonight. Logically, she knows that she doesn't have a reason to be nervous because she wants this and it's Noah, whom she trusts and knows will take care of her. He'll make it good for her, even though most girls' first times are not at all like they describe in the movies from what she's heard. And it's not like she's taking this step without a lot of thought on her part, she wouldn't be doing it if she wasn't sure she was ready. But for some reason she has about a hundred butterflies in her stomach and if she doesn't get it under control, he's going to notice and that just might ruin her perfect night.

She's just poured herself a glass of wine and taken a quip sip of the bittersweet liquid when she hears the doorbell. She runs her hand through her hair, having left it down in loose waves because he seems to like to touch it when it's like this. Taking a deep breath, she walks out of the kitchen.

She opens the door to see Noah, dressed in his usual jeans, t-shirt, and letterman's jacket. "Hi." She says.

She watches as his gaze sweep over her, lingering appreciatively over her bare legs. "Hi."

She feels her face flush and she clears her throat, reaching out and grabbing him by the arm to pull him into the house.

"Take it easy, Berry, I kinda need the arm." He teases as he leans back against the closed door.

It seems to ease the tension slightly and then he's pulling her towards him, leaning down to press his lips to hers. His mouth moves over hers in a slow, languid caress, letting his tongue explore her mouth with a thoroughness that has her toes curling and a warmth spreading throughout her body.

When he pulls back, he licks his lips. "Sweet."

"Oh." A bit surprised. "It's Chianti. Did you want some? There's also lasagna in the oven, if you're hungry."

He seems to think about her offer for a minute. "Sure. I could eat." He says with a casual shrug.

"Okay." She turns and leads the way to the kitchen, she can feel him following behind closely.

They eat and she has another glass of wine, Noah declines though. She's certain he's not opposed to underage drinking, considering the number of times he's gotten drunk at a party. She figures that he just doesn't like wine, not that she's much of wine drinker herself, or of alcohol in general, which is why after two generous glasses, she's already buzzed. It's nice, the butterflies are gone at least, and she thinks she can do this now without ruining the night.

When they're done, she puts the leftover lasagna in the fridge and takes their plates and glasses to the sink. She's rinsing them off and putting them in the dishwasher when he comes up behind her.

"So, here's the thing… we don't have to do this." He says.

She spins around. "What?"

"I just mean, if you're having second thoughts."

"I'm not. I want to do this." She reaches for his hand. "With you." She looks up at him. "Unless… you don't-"

"I do!" He says quickly.

Smiling. "Good. Because I want this." Stepping closer to him, guiding his hand around her waist and raising her other hand to touch his cheek, the rough stubble tickling the palm of hand. "I want you."

She watches as his eyes grow dark, flickering to her lips and then back up. "I want you so much. It's fucking insane how much I want you sometimes. Maybe because I've wanted this for so long." He whispers huskily.

"Me too." She breathes, feeling his hand slip beneath her top, his long fingers tracing her hip bone where the hem of her camisole doesn't quite touch the waistband of her skirt.

"Yeah?" His eyes boring into hers, all the green almost all gone. "How long?"

"I don't know." She finds it hard to think when he's so close, even harder to form coherent sentences when he's touching her. "Sometimes I think it was from the first time you kissed me in my room when we were working on mash up ideas."

He smirks. "Yeah, that was hot."

"It was." She agrees. "Although, I'm not surprised. I've always kind of found your bad boy image oddly attractive."

"Yeah, kind of how I find your knee socks strangely sexy." He lets his gaze fall to her bare feet and painted toe nails. "I'm a little disappointed you aren't wearing any today." He teases. "It's a total turn on."

She blushes. "You're crazy." She murmurs, burying her face into his chest, the cotton shirt he's wearing smells like detergent and his cologne, familiar and calming.

He holds her closer and her bare legs brush against the denim of his pants. She feels his hand touch her hair as his lips press atop her head. They stand like that for a long moment and then she pulls back, lifting her face to look up at him. Her eyes locking with his as she takes his hand in hers and slowly leads him out of the kitchen and up the stairs to her room.

Everything is going fine at first. They're on her bed with most of their clothing already on the floor, she's only wearing a pair of pale pink panties and a matching bra and he's in just his boxers. At the moment, he's kissing his way down her body, making sure not to miss a single inch, making her feel so good, and when his tongue teases her belly button, she moans his name.

She thinks about how good he is at this. _Obviously, practice makes perfect._ She tries not to think about that now, all the practice that he's had. She tries to push that thought out of her head. She tries to focus on just him and how he's making her feel, so good, but when his mouth presses hotly over her panties, exactly where she's aching for him, she can't help but wonder if he'd learned this from one of the many cougars he'd slept with or maybe Santana or some other far more experienced girl than herself. And before she can stop herself, the words are leaving her mouth.

"Noah, how many girls have you been with?"

She feels him tense instantly and then he's pulling away and she immediately realizes that that was definitely the wrong thing to ask, especially when your boyfriend is trying to get you off, with his mouth no less.

He's staring back at her incredulously. "You're fucking kidding me, right? That's what you're thinking about right now?"

She swallows. "I- I'm sorry. I didn't mean to blurt it out like that. I was just wondering."

"Fuck, Rachel!" He exclaims. "You know, if you didn't want to do this, there are easier ways of letting me know." He sits up, turning to swing his legs off the bed as he runs his hand over his shorn head.

She scrambles to sit up. "I do want to do this, Noah!" She insists, reaching for his arm, afraid he's about to leave.

"Could've fooled me." He mutters darkly.

She stares at his bare back, watching the muscles tense. "I just-" She sighs, her shoulders slumping in defeat. "What if after all the waiting and the buildup, it's just a big letdown. Or what if you're disappointed. Or worse, what if we don't have any chemistry and the sex is just bad."

He looks at her over his shoulder. "You're serious, aren't you?"

She looks at him, she can feel the unshed tears pricking her eyes. "I don't think I can compete with all the other girls you've been with." She admits quietly.

He looks away, staring straight ahead and for a long moment he doesn't say anything and she begins to think that her worries and fears aren't so unfounded. But then he speaks.

"You know, there's no comparison going on in my head." Quietly. "And even if there was, you'd win hands down." His tone is soft, less angry and frustrated now.

She inches closer and presses her cheek to his shoulder. "I would?"

"Yeah. All those other girls, all those desperate housewives, they were just meaningless hookups. I was bored and they were there. That's all it was and it could never compare to this, with you."

She realizes that it's not easy for him to admit all of this. Feelings are always something he's quick to avoid or cover up with bravado and sexual innuendo. So, whenever he does share his feelings, she feels all the more lucky, honored that he's willing to step out of his comfort zone just for her.

"And as for me being disappointed, don't you know, just about everything about you turns me on?" He says. "I think about you every fucking minute of every fucking day. And those goddamn short skirts that you wear to school, make me so hard and I'm a total stud, I'm supposed to be able to control my shit. But every little thing you do drives me crazy." He takes a breath. "Like sometimes you'll look at me and it's not even the kind of look that you give me when you're turned on and horny and totally wet for me, it's just a look and I think I could actually cum from that alone."

She smiles against his shoulder, feeling her cheeks warm from his almost too blunt honesty. She had no idea that she made him feel this way. Sure, she knows that he's attracted to her, he tells her that she's hot all the time and when they're making out, she can feel just how much he wants her. But she didn't know that it was so much more than that.

"And the fact that you have no idea what you do to me, only makes me want you that much more." He lets out a mirthless laugh. "And here's the kicker, I know that when you do finally figure it out, that you have me so completely whipped that it makes Finn look like a bigger stud than me, it'll all be over. Whatever little power I have left in this relationship will be gone too and the thing is, I don't even fucking care."

She doesn't say anything, she doesn't know what to say, it's a rare occurrence when Noah Puckerman renders her speechless with his words, rather than with just his talented mouth.

"Really?"

He turns his head slightly, his cheek now touching the crown of her head as she presses her lips against the smooth skin of his shoulder.

"Yes."

"So, you're saying that the sex isn't going to be bad."

He chuckles softly. "I'm pretty sure that's impossible. Believe me, Berry, it's going to be the mind blowing, earth shattering, life changing kind." He pauses. "When you're ready." He adds.

She sighs. "I'm sorry. I wanted this night to be so perfect and now I've gone and ruined it with my big mouth." Sadly.

"You didn't ruin it. And I happen to like your big mouth." She can hear the smirk in his tone.

"You're not mad then?"

He turns around fully now so that he can see her face. "I already told you, we don't have to do this. I meant it." He tucks a few loose strands behind her ear tenderly. She secretly loves it whenever he does that. "I just want to be with you. I mean, it's not like sex is the reason I stuck around for the past three months."

She smiles teasingly. "It's not?"

He rolls his eyes. "Okay, so it's not the _only_ reason I stuck around. It's not the most important one anyway."

She leans forward, her mouth barely touching his, her eyes meeting with his. "And what is the most important one?"

"I happen to like your brand of crazy in my life." He says with a grin.

Her heart soars and she presses her mouth to his, hot and hard. He kisses her back, his hand slipping into her hair, angling her head as his mouth slants against hers. When she begins to lie back on the bed, pulling him down on top of her, he breaks the kiss.

"Noah, what-" She protests.

"You have no idea how much I want you right now." He breathes.

"So, why are you stopping?" She trails her hand down his chest, her finger teasing his nipple ring and he groans, closing his eyes. "I want you to." Her hand slides along his abdomen, over the hard ridges of his stomach and then-

He grabs her hand from moving lower, opening his eyes again. "I'm trying to be a gentleman here and you know, you're not making it very easy." He says, his voice low and rough and she feels it low in her belly.

"Maybe I don't want you to be a gentleman." She whispers seductively.

She watches him waver, his eyes falling to her lips and then to her breasts, still covered in the sheer lace.

"I can't believe I'm fucking saying this." He mutters under his breath. "Not tonight, baby." He whispers, pressing a soft kiss against her forehead. It's a tender and sweet gesture.

"What?" Blinking up at him.

"I think we should wait."

"But I don't want to wait. I want this. I want you. I-"

He stops her rambling, kissing her on the mouth. "I want you too, but there's no rush and I can wait till you're completely sure." She opens her mouth to protest but he continues. "I know you think you are, but if you really were then you wouldn't have been downing glasses of wine like it was water."

"I had two!"

"Exactly! Two is a lot for a girl who I don't think I've ever seen drink anything but Evian and by her own admission has never had a hangover in her life." Raising his eyebrow pointedly.

"Okay, fine. But I'm not drunk right now, if that's what you're worried about." She protests and then sighs. "I was just nervous because this is kind of a big deal."

"It is a big deal, which is why I want you to be sure." He says softly, gently.

"But I-"

"Shit, Berry! Do you always have to be so fucking stubborn?"

"Only when you're being equally stubborn." She retorts.

He looks down at her and then sighs reluctantly. "Okay fine, how about a compromise?"

She looks up at him skeptically.

"I'll stay with you tonight…" And she starts to smile, knowing she's about to get her way. "…but on one condition." She frowns. "All we do is sleep."

"Sleep?"

"Sleep." He says firmly. "But if tomorrow, you still want to and you're absolutely sure…" He smirks lazily. "…I guess I'll let you have your way with me."

She smiles happily. "Then I guess you should get some sleep because come tomorrow, I'm going to expect you to make up for tonight's lack of… lovin'." She whispers, pressing her body up into his.

He grabs her hips, holding them down. Smirking down at her. "You're fucking evil when you don't get your way."

She lifts her head up, her lips pressing beneath his chin and then sliding along his jaw. "I think I'm being very nice." She tugs on his ear with her mouth. "Don't you think?" She pulls back to look at him.

And then his mouth is covering hers. His tongue sliding between her lips without hesitation and proceeding to take her breath away. She moans encouragingly, kissing him back eagerly as he presses her into the mattress with the delicious weight of his body. And then just as quickly as it starts, it ends. He breaks the kiss and rolls off of her.

"Goodnight, baby." He says and she catches the smirk on his face before he rolls onto his side, facing away from her.

She lies there for a moment, wondering what just happened. Her heart is pounding loudly and her body is left aching in frustration. She pouts pitifully, staring at his back and then when it seems that he's determined to keep his word, she huffs loudly, sitting up and moving off the bed.

She grabs his earlier discarded t-shirt off the floor and slips it over her head, the over sized shirt hanging loosely over the lithe curves of her body, almost like a dress. She walks around the room and blows out the candles and then turns back towards the bed, only to see him watching her with dark eyes.

He's lying on his back, hands tucked behind his head with this look on his face that is both, soft and intense. It's the same look he gives her when he thinks that she's not looking. The same look that has her heart skipping a beat every single time and has her stomach feeling weird and nice at the same time. And she thinks she knows what it means, even though he's never voiced the words out loud. She thinks he knows too.

Wordlessly, she walks over to the bed and lies down, instantly curling into his side. Her head comes to rest on his chest and her arm slides around his waist, and when his arm curls around her shoulders, she knows she's never felt more safe or happy than she does in this moment with him. She feels his lips press atop her head as her eyes begin to drift close.

"Goodnight, Rach." He whispers.

"Goodnight, Noah." She sighs.

It's early when she wakes the next morning. It takes her a second to realize that she's not alone and who she's with. The heavy weight of his arm is slung over her waist and his breath is warm, tickling the nape of her neck. Her back is flush against his bare chest, even through the cotton fabric of her shirt, she can feel the heat of his body seeping through. And his muscular thigh is wedged in between hers, the feel of her smooth soft skin brushing against the coarse hair on his legs is oddly erotic.

He's asleep, she's sure of it, but there is a certain part of him that appears to be very much awake and eager to play. It's currently pressing against her panty covered ass, the shirt she's wearing having ridden up to her waist in sleep, or perhaps his ever impatient hands had something do with it. Either way, the intimacy of the moment isn't lost on her and she finds that she quite enjoys being in his arms like this.

It's not long before he begins to stir, his face burrowing deeper into the tousled mess of her hair and his hand slipping beneath her shirt to press low against her belly. She feels him harden even more as he pulls her tightly against him, her bottom pressing further into his groin. She's heard about teenage boys and morning erections, frankly she's always found it uncouth. But this, right now. The way his breath is hot and aroused against her skin and his fingers dip just slightly into the waistband of her panties and the way he's hard and impatient against her curve of her bottom. This is intoxicating, insatiable, and she's finding it impossible to resist.

She turns to face him as he shifts onto his back, still sleeping soundly. She watches him for a bit, it's a rare moment to see Noah Puckerman so unguarded and at peace. He looks almost innocent, actually looking like the seventeen year old boy he is, rather than the boy who has been forced to grow up much too quickly, especially this year. And then there's the fact that he's beautiful with perfect bone structure, a strong masculine jaw line, and full lips.

Deciding, she's ready for him to wake up, knowing that he could probably sleep for hours if she were to let him. She sits up and then carefully straddles him, leaning forward to place soft, teasing kisses over his chest. He moans happily and she pulls back, watching as his eyes slowly open, a breathtaking green and gold combination.

"Good morning." His words sluggish and sleepy.

Smiling brightly. "Good morning."

"What are you doing?" An amused expression on his face.

"Having my way with you." She whispers, leaning down again, her hair falling over one shoulder as she brushes her lips against his.

They kiss languidly for a few moments as he becomes more alert, his hands coming up to push her hair back, cradling her face tenderly. She rocks against him, the insistent thrust of his erection pressing against her hot and hard. He groans then and she feels it reverberate through her entire body. His hands move down to her legs, sliding up her thighs before gripping her hips and holding her still.

"You keep this up and I'm going to be able to stop myself from doing unspeakably dirty things to you." He mutters against her lips.

She sits up. "So, who's stopping you?" She smiles down at him softly, encouragingly. "I want you and I'm absolutely sure that I want this."

He stares up at her for a long moment and then she hears him curse under his breath before reaching up, curling his hand around her neck and pulling her mouth down to his. She kisses him enthusiastically, deep and desperate, feeling the need and desire and excitement claw through her belly.

His hands begin to tug at the shirt she's wearing, growing impatient, he sits them upright and she helps him pull it off of her. She watches his gaze move down her scantily clad body hotly and then he's touching her, his hands sliding up along her sides and then cupping her breasts, warm and sure. His thumb brushes against her nipple through the lace fabric and a moan escapes her throat.

He leans in, pressing his mouth to her neck, trailing steamy wet kisses down along her collarbone and then lower. She feels his fingers tugging down the strap of her bra, pulling the cup down to expose her breast fully just as his mouth closes over her nipple. She arches into him, her hand coming up to the back of his head, encouraging him to continue. He swirls his tongue around the tight bud and then sucks on it hard, causing her to moan his name loudly.

He reaches behind her back to unhook her bra when she hears a car pull into the driveway. He pulls back to look at her, apparently having heard it too and then they hear the car doors open and close.

"Fuck!" He exclaims. "I thought you said that they weren't going to be home until later tonight."

"They aren't." She whispers frantically. "Obviously, they came home early."

"Well baby, it's seven in the morning and my truck is parked in your driveway, I'm pretty sure the shit is about to hit the fan."

And on cue, they hear the front door open downstairs. "Rachel!" Her dad calls.

She scrambles off of him, fixing her bra as she grabs his clothes off the floor, throwing them at him. "Get dressed!" She whispers.

She yanks open a drawer, pulling out a pair of pajama pants and a t-shirt. They dress quickly and then she's tugging him out of her bedroom just as he grabs his letterman's jacket off the back of her desk chair. They hurry down the stairs, coming to a halt in front of her dads, still standing in the foyer.

She lets go of his hand to greet her fathers. "Dad! Daddy! You're home early." Hugging them and kissing them on the cheeks.

"Mr. Berry. Mr. Berry." She hears Noah greet awkwardly. "How was Cleveland?"

"It was fine." Her dad says, carefully eyeing the teenage boy.

"Noah, it's a little early for you to be over here, isn't it?" Her other dad asks.

She glances over at Noah, who seems to be doing his best not to let on that only moments ago he'd been about to violate their daughter in the most pleasurable way possible.

"Uh… yes, I…"

She takes his hand in hers, raising her chin to look her fathers in the eyes. "He spent the night."

Out of the corner of her eyes she sees Noah give her an incredulous look. Her fathers frown disapprovingly.

"Rachel…" They begin.

"Nothing happened. We just slept. He was the perfect gentleman, I assure you." She insists, it's the truth after all.

There's a moment of silence and then her dad sighs. "Well, be that as it may, I think it's time for Noah to go home."

"But-" She protests.

"Later, young lady." Her daddy fixes her with a stern look before turning to look at Noah. "Say goodbye, Noah."

She turns to look at Noah and he doesn't hesitate, pressing his lips to hers. It's completely chaste, but it still earns them both a hard glaring look from her fathers.

"I'll call you later." He promises before walking out the door.

She watches him go and then fixes her fathers with a disapproving look. "That was awfully rude, don't you think?" Crossing her arms.

"You know the rules, Rachel. We thought you were more responsible than this, that's the only reason why we left you alone while we were gone."

"We didn't do anything!"

"That is not the point."

She sighs and then looks up at them. "So I suppose this means I'm grounded now?" Quietly.

Her fathers exchange a look. "We'll discuss your punishment later." Her dad says solemnly. "There's something we have to tell you first."

The seriousness in his tone alarms her slightly. "What?"

"It's about your birth mother."

For the better part of the next hour, she listens to them tell her about how they hadn't gone to Cleveland, but had gone to see her birth mother, who apparently was in town. Her mother wants to see her, but according to the contract, she isn't allowed to seek her out until after she turns eighteen. She wants to be furious with them for keeping this from her. Hiding the fact that her mother was in town for months and they knew that she wanted to see her, but purposely didn't tell her.

When they explain to her that they hadn't meant to keep it from her, that they were just trying to protect her. She doesn't understand, but she can't find it in heart to be angry either because they're her dads and they're all she's ever had. When they hand her a CD, telling her it's from her mother, she wonders how long they'd debated before deciding to give it to her. She wonders how hard it was for them to do this. They tell her that they love her and it's her decision and no matter what they will support her. She tells them that she needs to be alone, that she needs to think about it.

That night, she stares at the CD, terrified and curious at the same time. She's terrified to hear what her mother has to say, but curious to hear the sound of her voice. She's curious to know what she looks like, if they look alike, but terrified that there may not be any resemblance at all. She's terrified of the prospect of meeting her mother after all these years, terrified that she'll be a disappointment, not all like the daughter she's imagined. But she's also incredibly excited because her wish, the one wish that she's secretly always wished for but never truly believed would ever come true, finally is. Only now that it's happening, she's not sure she's ready for it.

TBC...

Song Credit: Your Love Is A Song By Switchfoot

Sorry for the delay, but these chapters just keep getting longer and longer. Thank you for reading and sharing your thougts, it's much appreciated. I think you'll be able to pick out the bits and pieces I've included from the show episodes. I hope that it merged well with the flow of the story. I've been itching to do the whole Rachel and Shelby storyline with a Puckleberry twist, so hopefully it'll turn out well.


	14. Beside You

**14. Beside You**

_And if your heart wears thin I will hold you up  
__And I will hide you when it gets too much  
__I'll be right beside you  
__I'll be right beside you_

_I will stay  
__Nobody will break you  
__Trust in me, trust in me, don't pull away  
__Just trust in me, trust in me_

_'Cause I'm just tryin' to keep this together  
__'Cause I could do worse and you could do better_

He doesn't know when it happened or even how, but he can pinpoint the exact moment he realized that he was in love with Rachel Berry. It was three days ago and he had her lying beneath him, practically naked, totally eager and willing, all but begging him to do the honors of deflowering her. It was the moment that he had been so fucking patiently waiting for because apparently good things come to those who wait and patience is a virtue, and all that shit.

How long had he been waiting, praying for her to finally tell him that she was ready? How many fucking wet dreams had he experienced? How many fantasies had he had of that very moment? And there she was looking like both innocence and sin, staring up at him with those dark eyes that bring him to his knees every single fucking time, and instead of doing what his body was demanding of him, what they both so obviously wanted, he'd turned her down like a total pussy. He can't remember the last time he'd turned down a willing piece of ass in exchange for spooning and cuddling. _Oh that's right, that's because he never has! _

So, that was definitely the first indication that this thing with Rachel was uncharted territory for him, not to mention the feelings that he's been having for her. Feelings that he can't seem to shake and only seem to grow with an intensity that leave him feeling breathless and terrified and strangely, happy. _God, he's turning into such a girl._

But he can't deny it, the way he feels about this girl, the way he knows she feels about him too. At least, he's pretty sure that she does. She gets this look on her face sometimes, it's a combination of happiness and hope and something else, something that should scare him shitless, but it doesn't because he finds that he likes it, even wants it. And that's also how he knows that stopping had been the right thing to do because this thing with Rachel has never only been about sex. That has never been more clear, especially in the last month and ever since they went public, ever since he broke Karofsky's nose and it pretty much cemented his claim on her, labeling her as Puck's girl, which he secretly loves.

And here's the thing, he should be downright pissed at himself for letting the golden opportunity of popping her cherry slip through his fingers. The old Puck would be, he'd be fucking checking to see if he still had a dick or if it had been replaced by a vagina. But somewhere along the way, he became Noah, or more Noah than Puck, if that makes any sense. Don't get him wrong, he's not a Saint or anything because sure, he may have stopped the night before but he's still a teenage boy and if you wake up with a half naked girl straddling your lap while you're sporting a raging boner, you sure ain't going to be thinking with your big brain.

Besides, who is he to deny Rachel Berry when she's got her mind made up and totally determined to have her wicked way with him. He's pretty sure it's damn near impossible. The fact that he got his way the night before is just dumb luck. And he would have totally had her naked and writhing beneath him if her dads hadn't come home early and ruined the fucking awesome morning sex that they were moments away from having. Needless to say, her dads were not too happy to see him there and when she basically confessed that he'd spent the night, he was pretty sure she would've been permanently grounded right after they would've pulled out the shot gun. Surprisingly, she wasn't grounded and even more surprisingly, he made it out of the house in one piece, his favorite appendage still intact thankfully.

They got off easy and you'd think that she'd be happier about it, but ever since then Rachel has been acting distant and distracted. He asked her about it, wondering if her dads had said something to her. You know the usual shit that comes up when the 'rents learn that their teenage daughter let her boyfriend spend the night while they were out of town. In fact, he totally expected them to say something to the effect that he was a bad influence, which would be fucking ironic considering it was only because of his herculean strength that they hadn't done the deed the night before. But she assured him though that they hadn't said anything of the sort and when he'd come over after school the next day, he didn't get any of the 'you're not good enough for our daughter' vibes from them. They even invited him to stay for dinner, which he thinks is pretty cool of them and it's even cooler of them not to hold the fact that he's so obviously out to rob their daughter of her virginity against him.

It would be easy for him to chalk up her odd behavior to stress over Regionals. But he knows for a fact that she doesn't get nervous about being up on stage in front of all those people, she fucking thrives on it and he admits, it's pretty awesome to see her in her element like that. So the fact that she's been quieter than usual is a sure sign that something is wrong.

The other day, he actually got a word in edgewise, and that never happens. She's been less vocal in glee too, she didn't even protest or throw a fit or so much as bat an eyelash when Mr. Schue suggested Mercedes take the lead in one of their numbers. And just yesterday when she was over after school, she didn't say a word when he opted to play video games rather than do his homework, and that shit never flies with her.

Then there's now, they're in her room, making out on her bed. Her dads are downstairs though so clothes have to stay on, which sucks, but he'll take what he can get under the circumstances. They still haven't had sex, not for the lack of trying on his part, mind you. Apparently, a memo was sent out to everyone, putting them on alert that he was going to get laid this week and to do their part to make sure that didn't happen. No worries, he's writing down the name of every single cock blocker because he plans to return the favor.

But until the good Lord finally decides to have some mercy on him, he can settle for this. Rachel, on the other hand, has just moaned, and not in the good way, in the distracted way. That shit is not cool, especially when he's totally giving it his all and doing some of his best shit here. Like kissing that special spot on her neck that always makes her whisper his name in that breathless way he loves so much, making him instantly hard. And his hand is currently under her shirt, his thumb playing with her nipple the way she likes, which normally makes her arch against him in the most fucking awesome way. But right now, nothing, not so much as an _'oh God'_ or a _'please, Noah'_.

He can tell that her head is somewhere else. And he wants to say that his ego is not bruised, but _shit_, he's a boy and a teenage boy at that and he knows their egos are like glass, easily shattered. When she makes another distracted sound of pleasure, he stops abruptly, pulling back to look down at her. She stares up at him, eyes wide with surprise. He's fucking surprised that she even noticed that he stopped.

"Noah?" She blinks a couple times. "What's wrong?" She asks.

He scoffs. "You tell me."

"What do you mean?" Her brow furrowing in confusion.

"You're obviously not into this."

"I am!" She protests.

Shaking his head and rolling off her, lying on his back beside her, trying to ignore the painful throbbing in his pants.

"You're not and you've been like this for the past three days, ever since your dads came home early and nearly caught us." He turns his head to look at her. "What's going on?" Softly.

"Nothing." She answers automatically.

He's fucking tired of that answer. He's heard it at least five times in the past three days and he didn't fucking believe it then and he sure as hell doesn't believe it now.

"Bull! Something's going on with you and you're not telling me." He pauses, thinking for a moment. "Is it about us having sex?" He asks, trying to read her, figure out what is going on inside that crazy head of hers, which is next to impossible. "Because if you changed your mind, it's okay, you know." He hopes to God she hasn't, but he'd deal with it if she did.

"No, it's not about that."

He's secretly relieved because even though he would have respected her wishes if she'd decided to wait, he seriously thinks that he's going to develop a complex if he doesn't get her naked and sweaty and screaming his name soon. No lie.

"So, then what is it? Is it your dads? Are they freaking out about us?"

She shakes her head. "No, they're fine about us. They like you, Noah." She assures him and then hesitates. "I'm just-" She stops. "I just have a lot on my mind, I guess."

"Okay, if you say you're thinking about something lame like an assignment that you have to do or some song for glee that you want to suggest to Mr. Schue while I'm doing my best to get you off, I'm going to be seriously offended." He teases, only half serious. Well, not really. He's totally serious. _What? That shit can seriously mess with a guy's head._

She smiles a little, but he can tell it's half hearted. "It's not that."

He's not good at this, talking and sharing feelings and shit. Usually, he can't get her to shut up, now it's like pulling teeth to get her to talk to him. It's like they reversed roles or something and he is not cool with that.

He sighs. "Look, you don't have to tell me if you don't want to. But I can tell it's something big and it's obviously bothering you. " He shrugs. "You know you can tell me anything."

She looks at him and then takes a breath. "It's about my birth mother." She admits quietly.

And he was definitely not expecting that.

"She's in town and she wants to meet me." She says softly.

"For real?"

She nods. "But she's not allowed to contact me until I turn eighteen, it's part of the contract she signed when she decided to do the whole surrogacy thing. Except about a month ago, she got in touch with my dads, which they didn't even bother to inform me about and then on top of all that, last weekend they didn't go to Cleveland, they went to see her."

"Shit!" No wonder she's been so unBerry like the past few days.

"Exactly."

"So… they went to see her. Does that mean that they're going to let her meet you?"

Nodding. "They gave me a CD that she made for me. It's up to me, if I want to see her, I can." She tells him.

"And they're cool with that?"

She sighs heavily. "They said they are. That they would support whatever decision I made. But I can tell they're worried. I'm not sure exactly what they need to be worried about, they're my dads, they will always be my dads."

"So, what are you going to do?" He asks hesitantly.

"I haven't decided yet. I haven't even listened to the CD yet." She confesses quietly.

Confused. "Why not?"

He would've thought she'd be eager to know who her mother is. Although she'd told him that one time that her dads had never made her feel the glaring absence of a mother in her life, he knows that that can't be completely true. Even though her dads are cool people, they're still dudes, albeit it gay dudes, but dudes nonetheless and even he knows it makes a big difference for a girl. Granted, she is good at hiding it, she's had sixteen years of practice after all.

"Because… I don't know." She shrugs, looking away from him. "I guess because I'm scared and maybe I'm not ready. I mean, it's my life and my choice and maybe I'd rather have the perfect fantasy of her than the reality." She looks at him then. "That sounds awful, doesn't it?"

"No." He gets it. The fear of being hurt or let down. To have the one thing you've always wanted to finally come true, only to be disappointed because it doesn't turn out the way you want it to. He gets that, maybe better than anyone. "I get it."

"You do?"

"Sure. It's natural to have expectations and not want to be disappointed."

"Maybe. Besides, who's to say that she doesn't have her own expectations about me. I'm pretty sure I'm not at all like the daughter she's been hoping for." She says quietly.

Looking at her in disbelief. "Are you kidding me? You're amazing! You're smart and fucking talented and you're beautiful, a total closet hottie. She's lucky to have you as her daughter." And then he smirks. "Not to mention, you have a hot studly boyfriend, which is bound to impress her."

She rolls her eyes, but smiles. "Naturally." And then she turns, rolling onto her side to face fully, her dark eyes finding his. "You're totally biased, but thank you for saying that."

He rolls over to face her, mimicking her actions and then brushes back a lock of her hair. He's fucking addicted to touching her.

"It's the fucking truth." He says as his thumb brushes against her temple down to her cheek. He watches her eyes close to his touch.

"So, what do you think I should do?" Opening her eyes to look at him. "Should I see her?"

"I think I'm the wrong person to ask." Honestly.

"Why?"

He scoffs. "Because if it was my dad, I would tell him to fuck off."

She frowns. "You would not."

"Yeah, I would. He fucking left us. He walked out. He doesn't get to come back." Clenching his jaw.

The old feelings begin to resurface, the anger and resentment and hurt. When he was little, he let it control him, take over everything in his life. Now, he knows better, knows that even that is more than his father deserves. Now, he just tries not to think about him at all or feel anything towards the man that abandoned him and his mother and his sister.

He takes a breath. "It's not the same thing for you though. Your mother didn't leave you."

"I guess."

"Look, you just have to ask yourself, if you don't do this, are you going to regret it. Because believe me, regrets suck."

"Do you have regrets?" She asks softly.

"I never used to. But then again there wasn't a whole lot that I cared about or a whole lot that really mattered to me. It's different now, things I didn't regret before, I do now."

"Like what?"

He can tell that she's trying not to push and this whole opening up and sharing his feelings thing she gets him to do every once in a while is still uncomfortable for him. He knows exactly why, it's the vulnerable feeling that he hates and he normally shuts down and closes off or deflects by saying something overtly sexual. Even now, he has to force himself not to pull away or push her away. Because for her, he finds himself trying for some reason, the same reason he does just about all the things he normally wouldn't do if it was any other girl who asked him to, especially sharing feelings.

"Stupid choices. Like hurting my best friend and breaking my mother's heart." He looks at her then. "Throwing slushies in your face." He says quietly.

"You already apologized for that." She reminds him.

"It doesn't mean that I still don't regret it. I was such a jerk to you." It makes him feel sick inside now when he thinks back to how awful he was to her.

"Well you're not anymore and that's what really counts." There isn't a trace of anger or blame in her tone.

"You're amazing, you know that." She is and he's pretty sure he doesn't deserve her or her forgiveness, especially for the way he treated her. He's determined to make it up to her though, in bed preferably, if it ever happens. "There's no way your mom isn't going to see what an amazing person you are too."

She remains quiet for a long moment and then she looks at him. "Would you do something for me?"

"Sure."

"Would you mind listening to the CD with me?" She asks, almost uncertainly.

He's a little taken back, surprised that she'd want him there. "Are you sure you don't want to listen to it on your own?"

"I'm sure."

"Okay."

She gets off the bed and he watches as she walks across the room towards her desk, pulling open a drawer and pulling out a CD case. She opens the case and takes the CD out, putting it into the portable CD player sitting on her desk. He sits up, sliding to the edge of the bed and she comes to sit beside him as the room fills with the voice of, what he assumes is, her mother.

"Hi baby, it's your mom."

He looks over at Rachel and she looks like she's about to burst into tears. He reaches over, taking her hand in his, squeezing it.

"There's so much that I want to say to you, so much that I want to tell you, but I don't even know where to start. But I think that maybe this will help."

And she begins to sing. It's from that musical that Rachel had told him about, Miserable or something like that, the title was French he thinks. He recognizes the song because she has the soundtrack and it's her favorite song on it. He knows because he'd made the mistake of letting her choose the music selection on their way to school one day. _He really should've known better._ Needless to say, she's not allowed to touch his truck's CD player or radio unless it's one of the Puck approved genres of music, which pretty much means no fucking musicals. When he'd told her as much, it had earned him the silent treatment for the rest of the day, but he's quite adept at getting her to forgive him and forget why she was mad in the first place. He figures now the song is going to hold a whole different kind of meaning for her.

The song finishes and he sits there beside her, searching for the right words to say, but he's at a loss as to what one is supposed to say in a situation like this. _'So that was your mom'_ sounds pretty lame.

He looks over at her. "She's really good."

Nodding. "Yeah, she is."

"Did you know she was a singer? I mean, did your dads tell you?"

Shaking her head. "No."

"Well, it's obvious where you got your pipes from." She looks at him then, eyes glassy and wet. _Shit! _"Are you okay?"

"I don't know." Quietly.

He takes a breath and then pulls her into his arms. "C'mere." His arm slipping around her shoulders and his lips pressing against her forehead as he holds her close.

They sit lie that for the next little while, he's not sure how long, but it's long enough for him to realize that he doesn't mind this, being the one who she leans on and looks to for support and shares important details of her life with. In fact, he thinks he kind of likes it, could even get used to it.

When he agreed a few days ago to go with her to meet her mother, he hadn't known it would require him wearing a tie. Sure, he'd worn them a few times for glee, but he really isn't a fan of them, it always feels like he's being choked. But he knows that if he'd shown up in a t-shirt and jeans, _she'd_ choke him. The dinner is a big deal for her and he's not going to do anything to ruin it for her.

He rings the doorbell, tugging on his tie, fidgeting uncomfortably in the suit. When the door opens, it's her dad or maybe it's her daddy, he really hasn't figured it out yet.

"Hi, Mr. Berry. I'm here to pick up Rachel." He says politely.

It always shocks him just how much it doesn't even sound like him. The thing is that he normally doesn't even put in the effort with a girl's parents. _Like he fucking cares what they think of him, especially when he's fucking their daughter while they think that they're studying._ But this is about Rachel and like everything else that's about this girl, it matters to him because it matters to her. So, he tries to play the role of the perfect boyfriend, though he's far from it. And besides, her dads are cool dudes and genuinely seem to like him.

Her father smiles. "C'mon in, Noah. She's still getting ready."

He follows the tall man into the house and into the living room where her other father is watching the game, Cleveland and Boston.

He looks up. "Hello, Noah."

"Hi, Mr. Berry." Taking a seat before turning his attention to the TV. "What's the score?"

"We're down by two."

It was the western conference semi-finals and they were already trailing the series 2-3, and this game was a must win if they wanted to stay in the playoffs. When LeBron James, Cleveland's starting forward, scores two and then steals the ball and sets up Shaq for an easy two, putting them in the lead, the three men jump up, cheering. It's also then he notices Rachel enter the room, the game immediately forgotten.

She looks amazing, totally fucking hot, in a strapless black dress. At least he thinks it's strapless, he can't tell because she has this red slightly sparkly sweater shrug thing over it. The dress is tight on the top, making her breasts look awesome and then it kind of puffs out on the bottom half. The dress isn't as short as the skirts she normally wears, but it's still pretty short and her legs, _damn those legs_, look even longer without the knee socks and the strappy heels that she's wearing. When he realizes that he's staring, fucking almost drooling, he checks to see if her fathers noticed, but they're looking at Rachel too with a different kind of look, one of pride and love.

"Do I look okay?" She asks nervously, tucking her hair behind ear. She'd left it down with one those hair band things pushing her bangs back off her forehead.

"You look beautiful, sweetheart." Her dad, or daddy (_damn, he's going to have to ask Rachel about that_) says.

Her father goes up to her and hugs her. "There's no need to be nervous. She's going to love you."

He waits until her father pulls away before stepping forward. "Ready to go?"

She nods and he reaches for her hand, leading her to the door.

"Drive carefully." He hears her father say.

He can tell that her fathers are freaking out a little, he can't blame them. "I will." He says, knowing that he's assuring them of more than just driving responsibly, but also looking after their daughter.

Waving goodbye, they walk out of the house and down the driveway to his truck. He pulls open the passenger side door for her and helps her in, making sure that she doesn't lose her balance or trip in the three inch high heels, he's surprised that girls can even walk in them. Once she's in, he leans over and presses his lips to hers, careful not to mess up her lip gloss because he knows she'll have a fucking fit.

Pulling back, he licks his lips, tasting the distinct taste of berries and her. "You look so fucking hot." He whispers meaningfully.

She blushes and it's enough to make him want to haul her against him and let her feel just how fucking turned on he is right now.

Her hand reaches out and smoothes down his tie, it matches his deep green dress shirt. "You look very handsome too." She smiles, her dark eyes shining up at him.

The look she gives him goes straight to his groin and he's pulling her hand away and stepping back because if he doesn't, her lip gloss is not the only thing that's going to be messed up.

"Buckle up." Even to his own ears, his voice sounds slightly strained.

He closes her door and then walks around to the driver's side, silently telling himself to think of something, anything else but Rachel and those long legs wrapped around his waist and her dark eyes drowning him as he fucks her, slow and hard. _Shit! _He forces himself to think about sports and dead puppies and Coach T in those small shorts. _You know what they say about desperate times and desperate measures._ By the time he gets behind the wheel and starts the ignition, he thinks he's got it under control. Glancing over at her before shifting gears and backing out of the driveway, he only hopes that he can make it through the rest of the evening.

The first thing that he notices about her mom, Shelby Corcoran, is just how much Rachel looks like her. Seriously, the resemblance is fucking uncanny, so much so, that there's no denying that this woman is her mother. It's also kind of cool to know that Rachel is probably still going to be hot when she's old, you know, like when she's forty or however old her mother is. _What? He's just saying, she has good genes and all that._

The second thing he notices is that she seems kind of uncomfortable. At first, he'd just chalked it up to nerves, but then as the evening went on the more wine she gulped down and the more tense her smile became. Thankfully, Rachel doesn't notice this, she's just talking and talking and telling this woman about her life and he can tell, already becoming more and more attached. But the thing is that he has a feeling that it's going to end badly.

So, when Rachel excuses herself to 'powder her nose' (_what is up with chicks and refusing to just say that they needed to use the can_) he can't help himself, even though he should probably just keep his mouth shut.

"So, what's the deal?" He asks.

The woman starts slightly, taken back by his forwardness. "Excuse me?"

"I'm just trying to figure out why you even wanted to meet her after all these years when it looks like to me that you don't want to be here." His eyes narrow. "You better not be doing this just to fuck with her head because you think it will give Vocal Adrenaline an edge."

He's not going to lie, he did find it kind of suspicious when she'd told them that a few months ago she'd taken a job at Carmel as the new art and music teacher as well as replacing the former glee coach. She said she'd done it to be closer to Rachel, but he can't help but wonder if there's more to it than that.

To her credit though, she doesn't intimidate easily, kind of like her daughter. "You don't trust me, do you, Noah?"

"I don't know you." He says simply. "And neither does Rachel."

"Well, I'm hoping to change that." She takes a breath. "I'm nervous and I'm uncomfortable because I don't know what to say to my sixteen year old daughter. I haven't a clue how to relate to her or how a mother should act. And I'm trying not to screw this up too much, which apparently I already am."

He remains silent.

"But I wouldn't ever hurt Rachel by using this as some way to gain the upper hand in something so trivial as a show choir competition." She insists.

He believes her. "Don't let her hear you say that. She lives and breathes for glee." He pauses. "You should hear her sing, she's like crazy good."

"From what I've heard, she's very talented." She smiles. "I would love to hear her sing one day."

He chuckles. "Just ask her, I'm sure she'd put on a performance right here."

She laughs. "She sounds just like me when I was her age."

"Look, you don't have to try so hard with her. All she wants is to know you. You don't have to impress her, just open up to her and let her in." He smiles easily. "Take it from someone who knows, it's pretty damn easy once you do."

She gets an expression on her face that he can't read and then asks. "I hope it's okay to ask, but how long have you been seeing my daughter?"

He tenses, seriously considering to tell her it's none of her damn business, but he knows Rachel wouldn't be too happy about that. "A little over three months." Then adds. "But we've known each other longer. It's complicated." He says vaguely.

He doesn't think telling her that he was the boy who threw slushies in her daughter's face is a good idea. And he conveniently leaves out the part that he'd gotten his best friend's girlfriend pregnant and her daughter is the one who'd been there when everyone else was treating him like the scum of the earth.

"I see."

He doesn't like the way she says it, like she's judging him or something. What gave her the right to judge him anyway? "Go ahead, say it. I know you're thinking it. We might as well get this part of the evening over with." He says bitingly.

She seems genuinely confused. "I'm sorry, I don't understand. What is it exactly that you think I'm thinking?"

He scoffs. "How did a girl like Rachel end up with a loser like me."

She smiles gently. "I wasn't thinking that at all, Noah." She pauses. "In fact, I was thinking just the opposite."

"You were?" Skeptical.

"Yes. Believe it or not, I can actually see what it is that she sees in you." She tells him.

"Oh."

She sighs. "She's a lot like me, it's almost unnerving just how much."

He frowns. "What do you mean?"

"When I was her age, there was this boy in high school that I was completely in love with." She looks at him. "He was like you, dangerous and trouble and maybe a little misunderstood."

He wants to snap back that she doesn't know him, especially after less than a half hour of meeting him. But he remains quiet.

"My parents hated him, thought he was all wrong. But, they didn't get it. They just saw that he was always getting into trouble and didn't care too much about school and they thought he was going nowhere and drag me down with him." She looks at him across the table. "They didn't see the good things, or maybe they didn't want to. They didn't see the way he genuinely cared about me and how happy he made me. Most importantly, they didn't see that he got me and understood me, in a way that I don't think even my parents ever did or even tried to."

Curious. "So, what happened with you and this guy?"

She shrugs a little. "I guess, like most things in high school, it didn't last. Our lives were just heading in different directions and we just decided that it was better to end it then try and fail miserably in the end."

Scowling. "So, is this your subtle way of saying that Rachel and I aren't going to make it." He asks tersely. "Because first of all, her dads don't hate me, they fucking love me and second, I would fucking follow her to New York if she wanted me to."

She smiles, and not in a condescending way, but in a pleased and impressed way. "You obviously care about her deeply."

He tenses and she seems to notice.

"I'm not going to say anything to her. But I think that you should know, given the way she looks at you, I'm pretty sure she already knows how you feel." She says.

His brow furrows in confusion, but he doesn't have a chance to ask how it is that she looks at him because Rachel chooses that exact moment to come back from the ladies room.

"Hey, baby." Shelby's the first to speak.

"I'm sorry it took me so long." She slides into the seat next to him. "The line for the ladies room was impossibly long." Looking at them. "So, what were you guys talking about?"

"Well, you actually." Shelby says.

"Oh." She looks down self-consciously.

Smirking. "Nice try, Berry. No one's buying it. You totally love the fact that you were the topic of discussion, don't even try to act like you're not enjoying being the centre of attention."

"Shut it, Puckerman!" She whispers, playfully hitting his arm and he just laughs.

"So, you guys up for some dessert?" Shelby asks, unable to hide the amused smile on her face, obviously watching their banter.

"I'm in." He glances at Rachel. "Rach?"

Shaking her head. "Oh… I don't know-"

"You have to." Shelby insists. "You're not going to make me pig out on my own, are you?"

"No, she's not." He answers for Rachel, handing her the dessert menu. "And none of that low fat crap okay?" He tells her. "I might want to share."

She gives him a look. "You know that Regionals are just weeks away and I have to look my best. Eating…" She skims through the menu items. "…triple chocolate fudge cake is only going to go straight to my ass, much like that chocolate sundae you convinced me to eat when we went to DQ the other day." She whispers to him.

He grins, leaning into her. "There's nothing wrong with your ass. It's fucking perfect." He whispers into her ear.

Her cheeks turn bright pink. "Noah!" She hisses.

He simply chuckles as he turns to his own menu, scoping out what looks good.

The rest of the evening goes a lot better than the first half, and watching Rachel laugh and talk with her mom makes him think that maybe his earlier concerns of this ending badly were wrong, perhaps it would end up being a good thing after all.

Afterwards, he takes her home and he has to admit that he's inwardly impressed with his ability to keep his hands to himself the whole evening. He deserves a fucking medal for good behavior because if he hasn't mentioned it yet, she looks fucking hot in that dress and those heels. And if her dads weren't home, he'd totally be doing his best to get her inside and out of the dress because he's curious to see what color underwear she's wearing underneath. _His bets on red lace._

But much like his luck has been for the past week and a half, he isn't getting that opportunity. So instead, he kisses her goodbye on her porch after he walks her up to her door and tells her that he'll pick her up for school in the morning. The way she smiles at him then makes him almost think that that is enough, making the case of blue balls, he's been sporting for what seems like forever, worth it. _Almost_. Only because when he gets home, his hand and the image of her in his head are sad and pathetic substitutes for the real thing.

TBC...

Song Credit: Beside You by Marianas Trench

A/N So, this isn't Monday, it's Friday, but this chapter was just getting too long, so I decided to break it into two and I actually think that it works out better this way. This chapter and the next are both going to be in Puck's POV (I've been alternating between the two of them, so this is the one time two chapters in a row will be one person's POV). I hope to have the next chapter up soon, like by Monday for sure, maybe even sooner.

Thank you so much for reading and replying and sharing your thoughts, it's honestly the greatest reward for a writer.


	15. With Me

Author's Note: First, I'm so sorry I didn't update when I said I would. I have a good reason, I do, well I guess I'll let you be the judge of that. I sort of got side tracked by another Puckleberry story that I'm writing because this one is nearing to an end (2-3 chaps left, I think. Hope.). And also because I've been sort building up the whole first time between these two and I found it the hardest part of this chapter to write because I wanted it to be real and not cheesy or cliche. Although I'm not sure if I've accomplished that, I hope that you guys still enjoy it. Thanks for all the words of encouragement and support, I appreciate it.

**15. With Me**

He spies her by her locker right before lunch period, he should be totally pissed at her and normally, he would be because she's been blowing him off after school for past few days and he's beginning to feel seriously neglected. But she has a good reason and he totally gets it, her wanting to spend time with her mom, so he supposes that he can cut her some slack.

And okay, he may be exaggerating a bit, it's not like he isn't getting to spend time with her at all, he is before school and in between classes and during lunch down by the bleachers and in glee rehearsals. He's just grumpy and frustrated because he needs to have sex and with her and soon because _fuck_ it's getting ridiculous, they should've done it by now and it's beginning to mess with his head and his body and his game and everything else. But he's hoping to change that soon. Unfortunately, it's not going to happen during lunch according if the text he'd received from her is any indication.

He approaches her from behind and slips his arms around her waist, feeling her tense for a quick second and then relax instantly when he presses his lips to side of her neck.

"Hey." He whispers into her ear, purposefully keeping his voice low and seductive.

She leans back against him a bit, her hands finding his around her waist. "Hi." He can hear the smile in her voice.

"So, I got your text." He says. "Can't say I'm not disappointed because you know I was totally looking forward to spending some time alone with you at lunch." He turns her around in his arms, grabbing her hips to pull her body up against his. "You've totally been neglecting me." Pouting playfully.

"I'm sorry. I know. It's just that I've always dreamed of what it would be like to have my mother in my life and now that it's happening, I'm-"

Cutting her off. "I know." Gently. "Don't sweat it. You know I'm happy for you, right?"

She nods. "I promise I'll make it up to you." Sliding her arms around his neck.

He lowers his head, his lips brushing against hers. "Oh yeah, how?"

She presses her lips to his, kissing him deeply, surprising him by slipping him some tongue, which she rarely does when they're in school with an audience.

He groans when she pulls away. "That's so not fucking fair when you're about to leave me to have lunch with your mother."

"So come with us."

She's asked him on a few other occasions to join them, but he hadn't wanted to intrude on their time together, plus shopping and mani pedis are not his thing. _Has she met him?_ But lunch off school grounds does sound tempting, a lot more appetizing than whatever the school cafeteria is serving today. Before he can respond though, her cell phone rings and she's digging it out of her book bag. He watches her face light up a little when she sees the caller ID before she answers it.

"Hi mom. Are you on your way?"

He watches her expression change, some of the excitement fading as she listens to what her mother is saying on the other end.

"Oh." Quietly, sadly. "Okay."

He feels his gut twist as he hears the disappointment in her voice.

"No, no I understand." She says, plastering a huge smile on her face. "I guess I'll talk to you later then?" She asks. "Okay. Bye."

He watches her flip her cell phone close as she quickly pulls herself together, looking up at him with a small smile.

"She had to cancel lunch. Something came up." She explains, failing to hide her obvious disappointment.

He reaches for her hand. "Are you okay?" Genuinely concerned.

She nods. "Yes. Of course. It's fine." Smiling brightly.

"No, it's not." Feeling the anger grow inside of him. He fucking had a feeling. He knew it. He should've listened to his gut.

"Something just came up."

"Something more important than her daughter?" He asks incredulously.

"Just let it go, Noah." She tells him firmly before turning her back to him to face her open locker.

He watches her for a moment and then touches her shoulder. "Rach?"

She turns to face him with a sigh. "I know what you're thinking. You think she's blowing me off. But she's not."

He takes a breath. "I'm not saying that she is. I'm just saying that-" Stopping short as he stares down into those dark eyes. "You don't really know her that well and you just met her and-"

Her expression hardens. "She wouldn't hurt me."

"Not intentionally. Look, I just don't want to see you get hurt if things don't turn out the way you want them to."

"I won't." She says stubbornly.

"But-"

"No!" She says loudly. "She's my mother and she wants to be a part of my life after sixteen years, I'm not going to shut her out because you have doubts."

"I'm not telling you to shut her out!" He shouts and then takes a breath, trying to control his own emotions. "I'm just saying that maybe you should be careful. Don't let yourself get so attached, just not yet."

"Why are you doing this?" She asks tearfully.

He swallows hard, he hadn't meant to upset her. "Because I-" He stops, letting out a frustrated breath. "I'm just trying to look out for you."

"Is that the real reason or are you just pissed that I've been spending so much time with her and not you?" She snaps back.

He can't fucking believe her. He stares back at her in utter disbelief. "Are you fucking serious, right now?" He scoffs. "You think I'm throwing some sort of tantrum because I'm not getting enough attention?"

"I don't know." She says uncertainly.

"I'm not." Shaking his head. "I'm just worried about you."

She seems to consider this and then her expression softens. "I appreciate your concern, I do." She breathes out a heavy sigh. "But I don't think you understand what it's like for me, what it was like for me growing up without a mother and always wondering about her. You just…" Hesitating. "…you don't get it."

He lets out a mirthless laugh. "Yeah, because I couldn't possibly understand what it's like to grow up without a parent or what it's like to wish that that person was a part of my life when I fucking needed them the most!" He says harshly. "Yeah, I don't fucking know what that's like at all!"

Rachel Berry is the only person that can truly hurt him and heal him with just a few words, he knows this. He also knows that the reason she can do this is because he'd let her in, he let her into that place he'd closed off and locked away, long ago. But she got in and he knows that there's no fucking way to get her out, and right now, he wishes that he could do exactly that because then it would be easier to hide the fact that she'd just hurt him with just a few careless words. Instead, he's pretty damn sure that she can see it on his face as clear as he can see the regret on her face. Because he knows that she didn't mean it, but that's the thing about words, you can't take them back, no matter how much you may want to.

"Noah, I'm sor-" She reaches for his hand and he brushes her off.

"Whatever."

"I didn't mean-" She pleads.

But he cuts her off. "Just do whatever the hell you want." He mutters darkly before turning his back and walking away.

"Noah!"

He hears her call after him, but he doesn't stop, even when he hears her voice quivering on the verge of tears.

He doesn't know what he's doing, he should just leave it alone. She'd practically told him to butt out and he's still mad and hurt, but _goddammit_, he still cares about her and the last thing he wants is to see her get hurt and have her heartbroken by the one person that should never break her heart. He knows what that's like and she doesn't deserve it.

He approaches the older woman after Vocal Adrenaline finishes rehearsing and clears the stage. When he nears, she looks up and he finds himself under the scrutiny of a pair of familiar dark eyes, except hers lack the light that shines so brightly in the younger girl's. He figures that dreams being crushed can do that to you.

She doesn't seem surprised to see him there. "Noah, you know, you shouldn't be here."

He smirks. "Relax, I'm not here to spy. New Directions doesn't need to cheat to wipe the floor with Vocal Adrenaline." He says smugly.

"You're awfully confident about that."

He shrugs. "Have you heard Rachel sing?"

"I have actually." She confesses and he's not really that surprised, Rachel sings, that's what she does. She'd sing for the homeless dude on the corner if he asked her to. "She's very good."

"She's more than very good. She's fucking awesome and your boy St. James should be worried."

She raises an eyebrow. "How do you know Jesse?"

"Rachel's done her homework on the competition." He confesses. "I told you, she lives and breathes for this stuff."

She nods. "I suppose that's why you're really here, to talk about Rachel?" Her smile is friendly, but she fails to hide the regret in her eyes.

"I don't want to see her get hurt." He figures straight and to the point is the best approach. "So, if you only did this to see if you wanted to have a daughter in your life and now you're having doubts, or if you're not completely invested in being a part of her life then you need to tell her." He realizes that it may already be too late. "Because every day that goes by she's getting more and more attached to the idea of having her mother in her life. She thinks that you're here to stay and I've had enough experience with people walking out on me to know when someone's getting ready to bolt."

She doesn't say anything at first, but he can tell she's trying to figure out what to say. "Not too long ago, I found out that I couldn't have any more kids." She tells him and he can tell it's hard for her to talk about. "And I started thinking about the one chance that I had at being a mother and how I'd never get it back. How I'd just given it up." She looks down, pausing. "I didn't even get to hold her before they took her away right after she was born. All I got to see was this little person with tiny hands and legs, all pink and squirming as they cleaned her off and wrapped her up." She smiles a little at the memory. "Even then I knew she was going to be a singer. She had a pair of powerful lungs for someone so small."

He smiles a little. Sounds like Rachel, even before she could speak, she was taking advantage of a captive audience.

"It's why I contacted her dads, hoping that they would understand and maybe find it in their hearts to let me be a part of her life. They're good people and they love her so much. They've done such a great job with her." She says sincerely. "She's grown into a really incredible young woman and I'm proud of her…" She hesitates then and I kind of knows what's coming next. "…but the truth is that she doesn't really need me anymore."

"And it doesn't fucking matter that she wants you to be a part of her life, right?" Angrily.

She smiles sadly. "The thing that I realized from meeting her and getting to know her is that I want a family of my own. You know, the whole package deal with a house and a husband and maybe even a dog." She looks at him then and he thinks it's the most fucked up thing he's ever heard. "Rachel's already part of a family and I would never take that away from her or take her away from them."

His jaw clenching. "So, what are you saying? That you're just going to walk out of life after you turned it upside down and gave her hope and made her believe that you fucking loved her."

"I do love her, Noah." She insists. "You're the one who said that letting her in would be easy. Well, loving her is even easier."

He knows that better than anyone, which is why he doesn't understand how she can do this to her. "How can you do this to her?" Shaking his head. "You're going break her heart, you know that right? And I know that it seems like she's strong and can get through anything, but you don't know how hard she tries just to make people believe that." He tells her.

Taking a shaky breath. "I- I don't know what else to say. Except that I never wanted to complicate her life. But I just don't see how this can work and maybe it is better to tell her now, rather than later." She looks at him regretfully. "I never wanted to hurt her."

"Well, you've done a bang up job of that." He says bitterly.

Nodding. "You're right. I've handled this badly." She takes a breath. "But she has you and I know that you'll be there for her and make sure that she'll be okay. You'll make her understand that it has nothing to do with me not loving her or wanting her."

He looks away because he thinks it's unfair that she's practically asking him to clean up her mess.

"You will, won't you?" She asks hopefully.

He just scowls, his jaw twitching, not liking it, but knowing he will. "Yeah." He finally says, watching the relief wash over her face. "Don't for one fucking second think that I'm doing it for you. I'm doing it for her."

She nods, solemnly. "You're good for her, I can tell. I know it doesn't matter what I think, but it's obvious to me that she chose the right boy to give her heart to. She's lucky to have you, Noah, to have someone who cares so much about her in her life." She smiles a little. "You should tell her how you feel. Girls still like to hear the words, even if they already know."

He frowns because he doesn't need her telling him what to do, especially when it comes to Rachel and his feelings for her. Frankly, as far as he's concerned, she's forfeited any rights she had to give advice when it comes to her daughter or her life or the people in it.

Without another word he turns to leave when he hears her call out. "Good luck at Regionals."

It sounds sincere, he can tell that she means it. And as much as he wants to tell her to fuck off, she's still Rachel's mother, and no matter what, he knows Rachel will always think of her that way even after she walks out of her life.

He's playing a little Mario, but he's distracted and he keeps dying in the first level, which is kind of pathetic. But he keeps thinking about Rachel and her mother and whether she's told her. Just as Mario dies again, his phone rings and he pauses the game, digging out the phone from his pocket. Her name flashes across the screen and it occurs to him that he's supposed to be angry and hurt about what happened earlier at school. But the thing is, he's not. It just seemed so much less important after he'd talked to Shelby. And even if he was still hurt and angry, it wouldn't matter because apparently, his fucking heart now controls his head when it comes to this girl.

He flips it open, holding it up to his ear. "Hey." He says quietly.

"I'm sorry." She begins, a slew of words following after in an endless stream. "I didn't mean it. It just slipped out and it was stupid and I wish I could take it back. Because you've been so wonderful throughout everything and I was such a bitch to you and I know I can be difficult and crazy and neurotic and it's not an excuse, but I am sorry. Please. _Please_ say you don't hate me." She finishes.

He's a little surprised that he caught all of that, let alone any of it. "I don't."

"You don't?" She asks, her voice sounding so small.

He thinks it fucking ironic because he knows what he feels for her is the exact opposite of hate, even after what she'd said.

"No." He assures her.

"I'm sorry." She whispers.

"I know."

There's a pregnant pause and then he hears her sniff a little and he knows she's crying and he knows exactly about what, even though he secretly hopes he's wrong.

"What's wrong?" He sits up a little straighter.

She hesitates. "You were right. I should've listened to you." Her voice quivering as she speaks. "She doesn't want to be a part of my life."

He closes his eyes. _Shit_. "Where are you? At home?" He's already sliding off his bed and shoving his feet into his shoes.

"No." He hears her say as he's grabbing his jacket and stuffing his keys into his pocket. "I'm outside."

And then he's snapping his phone shut and heading out of his room. He rushes down the stairs and swings open the front door and steps outside. She's standing on his lawn, still wearing the same outfit she'd been wearing earlier at school, black skirt and a thin deep red sweater with tiny buttons down the front.

He glances at the driveway and then the street in front of his house. Frowning. "Where's your car?" He asks incredulously as he walks towards her.

When he's standing in front of her, he can see that her eyes are red and a little puffy, her cheeks tinted slightly pink. She's still fucking beautiful though. Some girls look a little scary after they've been crying, all splotchy and to be honest, a little gross. _What? _He's not saying that if she fell into the latter category, he wouldn't still try to comfort her or turn her away. He's not that much of an insensitive jerk._ But it's not a fucking crime to be glad that she doesn't look like that, is it?_

"I walked."

"What?"

He doesn't live terribly far from her house, but it's not exactly so close that walking is the preferred method of transportation.

"I just needed to think so I went for a walk and I don't know, somehow I ended up here." She says, looking up at him, her dark eyes glassy and wet.

He notices the way her arms are crossed. It's not really all that cold outside. For spring, the weather has been warmer than usual this week and the nights have been pleasant. But the sweater is short sleeved and that damn skirt barely covers her ass, let alone her thighs or her legs, which are bare because she'd chosen to forgo the knee socks today.

"Here, put this on." He hands her his letterman's jacket.

He watches her smile gratefully as she slips her arms into the oversized jacket, practically swallowing her tiny frame whole, but she looks so fucking good in it. She always looks good in his clothes.

"Your mom's home." She says matter of factly, her eyes drifting towards his house.

"Yeah." He confirms.

He knows that if he takes her inside, his mother is going to want to know why she's over so late and why she's crying and probably think it's his fault, which for once it isn't. Look, he loves his mother, he does, but she doesn't always know when to back off. And one look at Rachel, she's going to go all mother hen and he can tell that that's the last thing Rachel needs right now.

"C'mon." He takes her hand and leads her towards his truck. "I know where we can go."

Her shorter legs move quickly in order to keep up with his long strides as she follows after him. He opens the passenger door for her and helps her into the truck before closing the door and heading around to the driver's side, digging out the keys.

"Call your dads and let them know you're okay." He tells her as he gets behind the wheel.

He knows that her fathers are probably freaking out. He watches as she does as he says, telling them that she's with him and that she's safe and then whispering 'I love you too' before closing her phone. He's kind of surprised when her dads don't demand that he bring her straight home, considering it's late and it's a school night and their daughter just left the house upset only to end up at her teenage boyfriend's place. They could have, but they didn't and thinks it's kind of cool that they trust him like that.

He drives them down to the lake, it's been a while since they've been down here and they really should take advantage of the fact that they have this place to themselves right now because as soon as summer comes, this place gets crowded and less private. Right now though, this place is still just theirs.

He puts the truck into park and cuts the engine, dousing them in silence. He looks out at the water, it's so dark, almost black with the moon's reflection shimmering off the surface. There's something about this place at night, something he's always kind of liked or maybe it was just the fact that he was with her in this place that made it seem so special.

He turns to look at her, she hasn't said anything the whole ride over, just staring out the window. He can't see her face very well, her long hair in the way. He reaches over and then brushes her hair back, tucking it behind her ear. She turns to look at him then and he can see the tears still pooled in her eyes.

"Tell me what happened." He asks quietly, even though he kind of already has an idea.

She shrugs. "She just said that she didn't think it was going to work and she was sorry."

He doesn't know what to say. You'd think he would, given that he knows what it feels like to be in her position. Sort of. He can't imagine it feels much different, a parent walking out of your life, no matter the circumstances, conveys the same message, that they don't want you.

He swallows. "I know how much having her in your life meant to you. I'm so sorry."

She looks away. "I guess I just wasn't the daughter that she was hoping for."

"Did she actually say that?" He asks doubtfully.

She hesitates for a moment and then shakes her head. "She said that I was a smart and beautiful and talented girl. She said that she was proud of me and that she couldn't have asked for a more incredible daughter." He can tell she's crying now, even though she's still facing away from him. "But if that's true than why didn't she want me?" She whispers, her voice cracking a bit at the end.

He pulls her into his arms, unable to take it anymore. He feels this pressure and ache inside his chest every time he sees her cry and all he wants is to make it better, but he doesn't think this is something he can fix or make better.

"I… I don't know." He whispers as he just holds her because he doesn't really understand it himself. "But I know that there are a lot of people who do want you." He says softly. "Your dads, they love you so much, you know that. And my sister is crazy about you, she thinks you're like the best girl I've ever brought home. You're a keeper according to her. Plus I'm convinced that if I fuck this up, my mom is totally going to disown me. Just so you know, she's planning the wedding." He quips lightly and he can feel her smile against his chest. _She thinks he's joking. He's totally not._

"And everyone in glee. Sure, you have a tendency to boss everyone around and critique their performances to death-"

"I'm just trying to help them. There's nothing wrong with constructive criticism." She defends quietly.

"Baby, you made Brittany cry and Santana almost bitch slapped you when you told her that she wouldn't know how to stay on pitch if her life depended on it." He reminds her.

"Regionals are mere weeks away, it's hardly the time for handholding and niceties."

He smirks because he did find it totally hot. "Well despite that and the fact that they've begun to call you crazy Nazi Rachel, they're your friends and they want you."

"No, they need me and so they tolerate me." She corrects.

"They want you." He insists. "You're one of them, part of the team. You belong in glee. Hell, there isn't a glee club without you." Then he shrugs a little. "And there's me, you know." Pausing. "I want you." He whispers sincerely, seriously.

She pulls back to look at him then and he reaches up, brushing away her tears with his thumb. His eyes linger over her face, watching as her eyes do the same before falling to his lips. He doesn't hesitate, slowly leaning in and pressing his lips to her softly. He kisses her gently in an attempt to comfort her. He can taste the saltiness of her tears on her lips mixed in with the sweetness of her lip gloss. They kiss for a little while, but he doesn't let it go beyond anymore than that. When he does finally pull away, he notices that the sadness in her eyes is replaced with happiness and want and something else that makes his heart beat a little faster.

"I want you too." Her breath whispers over his mouth.

"Of course you do." He teases. "I'm a total stud."

"I want you to make love to me." Ignoring his little quip.

It should totally freak him out that she'd just said that, called it making love rather than sex. Because honestly, of all the times he's done it, which is a lot, he's never thought of it as making love. It's always fucking or banging or screwing or a plethora of other terms, never making love. Only, hearing her say those words out loud, he knows that when they finally do it, that's exactly what it's going to be. And it should freak him out, but it doesn't.

He presses his forehead to hers. "God, you don't know how much I want to." He breathes. "It's not like I haven't been try-"

"No. No, I mean, now. Here."

He pulls back to look at her. "Rach-" He begins.

"I know that you said that you didn't want my first time to be in your truck, but I don't care. I don't care if it's a cliché. It'll still be special. It'll be special no matter where we do it. Because it's you and me." She stares up at him, so sure and so certain. "And because… well I'm pretty sure that I'm in love with you." She whispers quietly.

He swallows hard. Just hearing those words make his heart ache, not in a sick or sad kind of way, but in a full and happy kind of way. He's not going to lie, the weight of those words and what they mean, it scares him. It scares him because he knows that he feels the same way about her. And the last time he thought he felt this way, actually thought he was in love, he'd shown up at Quinn Fabray's house after receiving her drunken call and convinced himself that screwing over his best friend for a chance to screw his girlfriend didn't matter at all.

But he realizes that the difference between then and now is that he knows what he feels for Rachel goes beyond the lust and pure infatuation he felt for the other girl, the one with the blonde hair and the cool blue eyes and the cruel smile. He knows that this girl, the one with the dark hair and even darker eyes and contagious smile, what she feels for him is real and honest.

He knows that it's not something that only lasts for those few short moments when he's between her legs and those three words are slipping out of her mouth as she begs him for more. He knows that for her it's not about the rush of doing something that no one would expect her to do or just about the fact that he has a rep and his dick is infamous for popping cherries with skill.

Because she's actually proud to have him on her arm in front of the whole school, instead of treating him like a dirty little secret that no one can know about. Because she makes him feel like there isn't any other boy she'd want, instead of like he's the last boy she could ever want. Because with her, there aren't any mind games or lies or false pretences. There's just her and the way she's looking at him right now and the way his heart is ready to explode out of his chest and the way he only wants to make her feel the way she makes him feel all the time.

He doesn't say anything to her, just reaches into the back, behind her seat to grab the thick wool blanket he keeps for emergency purposes, feeling her eyes on him the whole time, wide and curious.

"C'mon." He says, glancing up at her quickly before opening his door and getting out.

He reaches for her hand, pulling her across the seats and helping her out of the truck through the driver's side door. Her hand is warm against his and impossibly small compared to his much larger one. He secretly finds her hands cute, except when she's holding his cock in one of them, then cute is the last thing that he's thinking about. He wonders what she'd think if he told her that, that he thought her hands are cute, not about what he thinks when she has her hand wrapped around his cock because he's pretty sure she already knows what he thinks about that.

She looks up at him, a look full of so much trust and faith and love that he can't stop himself from brushing her bangs off her forehead before pressing his lips there softly. Plus, there's something about seeing her in his jacket with his name and number plastered across the back, laying claim to her and labeling her as his, that makes him feel like he's fucking lucky to have her as his girl, and okay, it also makes him totally horny. He suppresses the urge to take her right there and takes her hand, leading her down towards the beach.

Picking a spot further down the beach where they'd be less likely to be noticed, not that he expects anyone to be down by the lake at this time of night. He spreads out the blanket on top of the sand. He toes off his shoes before stepping onto the blanket and then sits down, watching as she does the same, slipping off her flats and then stepping on the blanket. She kneels down between the spread of his legs, her hands coming to rest on his bent knees. He reaches for her _his_ jacket, pulling it open and sliding it off of her shoulders, letting it fall behind her.

Running his hands down her arms, he feels her shiver. "Are you cold?"

Shaking her head. "No."

His eyes find hers and then he's pulling her towards him, his mouth covering hers, hot and hard and desperate.

Part of him can't believe that this is finally happening. Part of him thinks he just might be imagining it because after all the near misses they've had, it's quite possible that hallucinations are a natural side effect of prolonged blue balls. But then she's straddling him, positioning herself directly over the significant bulge in his jeans and he can feel her scorching heat through the thin fabric of her panties, and he knows that this is no dream because his dreams have never been this vivid.

When his fingers begin to unbutton her sweater, he has to remind himself to slow down and control his shit, which is fucking hard to do. Especially, when she's kissing him the way she is and grinding against him in a way that makes it impossible to think about anything else but getting her naked and inside her.

He pulls back, breaking the kiss as he slides her sweater off her shoulders and down her arms. He looks at her then, taking in her dark hair, falling around her face in soft waves and the way her eyes are dark and glistening in the moonlight, and her lips, all pink and swollen. She looks so fucking beautiful, wearing only her plain black bra with her skirt gathered around her hips and he doesn't think he's ever wanted any other girl like he wants her now.

His hands reach up and push her hair back, cupping her face tenderly before kissing her. This time the kiss isn't hard or desperate, it's gentler and slower, more controlled. It feels different, this feels different than any other time before and he thinks it just might be because she loves him. And the way his heart is beating inside his chest, it only confirms what he already knows, that he loves her too.

His mouth moves down along her jaw and then lower, trailing hot, wet kisses along her neck as his hands move to cup her breasts. He can feel her nipples through the thin fabric of her bra, his thumbs flicking over them and making her arch against him in a way that almost makes him cum in his pants. He thinks it's fucking crazy how she can do this to him and she's not even naked and he's barely touched her, but it makes him feel like he's the virgin. He realizes that he's going to have to do something about this before he actually pulls a Finn, which would not be cool.

In one swift move, he lifts her off of him and reverses their positions, so that she's sitting on the blanket and he's kneeling between the spread of her thighs. He strips off his shirt, pulling it over his head smoothly, loving the way her eyes instantly fall to his naked chest. Her hand reaches out to touch him, her palm cool against his heated skin as she slides it along the flat plains of his chest. He loves the way she touches him, it's soft and gentle, but the effect it has on him is exactly the opposite, intense and immediate.

Her fingers brush over his nipple, one of her dark polished fingernails teasing the nipple ring there. No matter how much she insists that she finds it silly, he knows that she's fascinated by it, especially after he'd once confessed that he liked her playing with it. Her hand moves down to his abdomen, trailing over the taut ridges of muscle there and then lower, making his gut clench with need and want and lust.

He lets her undo his belt, unbuttoning and then carefully unzipping his pants. His body can't help but react, growing harder at the mere closeness of her. He stops her just as she's about slip her hand into his boxers because he thinks he won't be able to handle it right now and that he seriously needs to shift the attention back to her if he plans to last longer than five minutes. When he pulls her hand away, she looks up at him questioningly and he presses a soft kiss to her lips to quiet her protest.

"Your turn." He whispers before gently pushing her to lie back and following her down.

He kisses his way down her body, over her chest and along the tops of her breasts before letting his mouth close over one nipple through the sheer fabric of the bra. He sucks the hard bud into his mouth, his teeth gently biting it and then soothing the sting with his tongue. She cries out his name and he can't help but be smug about it because whenever she says his name like that, it makes him feel like he's the fucking man.

She shifts beneath him, her hands slipping behind her back to unhook her bra and he helps her, sliding the straps down her arms and pulling it off her. His lips linger over her bare breasts, taking his time because he knows just how much his mouth on her breasts turns her on. It's a fucking turn on for him too, considering he's always had thing for her boobs. It's like after the first time they dated and she wouldn't let him touch them, he became slightly obsessed with them. And then they started dating again and it was no longer a hands off zone, and now he can't get enough of them.

Once he's satisfied that he's paid them enough attention, he moves down her flat stomach, teasing the indent of her navel. He lets his tongue trace the edge of the waistband of her skirt, dipping underneath briefly before his fingers search out the zipper on the side of her skirt. He's had so many fantasies about fucking her while she's wearing this skirt, any skirt really, but right now, the desire to see her naked is stronger.

After removing her skirt, he does the same with her panties, carelessly discarding the black scrap of lace aside. His gaze roams over her nakedness, all subtle curves and smooth skin, practically glowing in the moonlight. She stares up at him with her long dark hair spread out on the blanket and her breasts rising and falling with her breathing. His eyes follow the smooth lines of her stomach to the gentle jutting of her hip bones. Inevitably, his attention is drawn to the smudge of dark curls at the juncture of her thighs and then down to those ridiculously long legs that seem to go on forever and drive him absolutely crazy.

He lowers himself back over her body, the soft skin of her inner thighs brushing against his sides and his chest pressing against her breasts as he does.

"You're so fucking beautiful." He breathes against her lips before claiming them, kissing her deeply.

Balancing his weight on one arm, he lets his free hand slide down her body, gently squeezing her breast and then moving along her side and her stomach before slipping between her thighs. His long fingers brush against the soft curls there and then moving them between the slick folds of her sex. She's so wet and growing wetter by the second as he touches her the way he knows she likes. Teasing her clit until she bucks against his hand, making this incredibly sexy keening noise in the back of her throat and then pressing two fingers inside her deftly, curling them up. She moans loudly, her hips jerk up quickly, so suddenly that it takes him off guard.

Tearing his mouth away from hers. "Fuck." He curses, feeling the rush of wetness coat his fingers and her inner muscles clenching them tightly.

He can't remember ever making her come so quickly and the feeling of pride is only diminished by the feel of her inner muscles spasming around his digits, making him wish that another part of him was buried inside her instead. Almost as if she'd read his mind, her fingers are eagerly hooking into the waistband of his jeans and boxers, pushing them both down his hips and over his butt then using her legs and feet to drag them down the rest of the way. Despite the small sound of protest she makes when he slips his fingers out of her, he sits up to discard his jeans and boxers completely after he fishes out his wallet from the back pocket.

He can feel her watching him as he takes out the two small foil packets, dropping his wallet onto the blanket along with the extra condom. The other one, he tears open and proceeds to carefully and skillfully roll the latex sheath onto his hardened member. His hands are slightly unsteady as he does this and he realizes that for the first time since his first time, he's actually fucking nervous. He's nervous because of all his experience with girls and women, this is different and it means something and she means something and it never has before, not quite like this anyway.

When he's done and he's sure that the condom is on securely, he moves to lie over her again, positioning himself between the spread of her thighs. His eyes roam over her face, searching her eyes for any hesitation or doubts, but he only finds trust and desire and love. Her hand comes up to touch his face before drawing his mouth down to hers. She kisses him slow and deep, her tongue tangling with his and easing his nerves. Her other hand moves along his back, down the curve of his spine, calming and reassuring and encouraging him with just that simple touch alone.

Once again his hand slips between their bodies, finding her center, moving his fingers against her there, slow and purposeful, making sure that she's ready. And then when he's sure and she's moving against his hand in a way that tells him that she wants more than the feel of his fingers there, that it's not enough, he reaches for his painfully hard cock and guides it to her entrance. The blunt tip of his erection presses against her there and he forces himself not to pound into her, no matter how much his body is crying out for it right now.

He continues to kiss her, slow and purposeful as he gently begins to ease himself inside her, feeling her instinctively tense at the feel of him. Her hands against his back urge him on though and he pushes all the way inside in one smooth stroke. She inhales sharply, breaking the kiss and turning her face away as he watches her try to breathe through the pain and discomfort he knows she must be feeling.

"Noah…" She breathes shakily.

"I know, baby." He whispers soothingly.

He places kisses along her temple and over her cheek, trying to comfort her and trying to ignore how fucking amazing she feels right now, tight and hot and wet, squeezing the shit of him as her muscles try to adjust to him. He forces himself to stay still even though he wants _needs_ to move.

"It's going to get better. I promise. I'm going to make it better." He reassures her, his lips moving along her jaw and down her neck. "Trust me?"

"Yes."

He sucks on that spot on her neck that drives her crazy and then moves his hand to her hip, steadying her as he slowly slides out and then back in. He feels her blunt fingernails dig into his lower back as his mouth moves down to her breast, closing hotly over the tight bud, licking and sucking and gently biting it, hoping to take her mind off the discomfort as he moves inside her, finding an easy rhythm.

She's quiet and he lifts his head to look at her. "Are you okay?" He whispers, his breathing sounding labored even to his own ears.

She nods, but her eyes are closed and her brow is furrowed in concentration and she's biting her lip. And he wants so badly to bury himself inside her over and over again because she feels so incredible.

"You feel so good." He tells her. "You feel so fucking good, Rach." Raising a hand to brush her bangs off her damp forehead, a thin film of perspiration covering her skin now. "You're so hot and tight and wet." He kisses her lips. "Talk to me. Tell me what you're thinking." His eyes searching her face, trying to read her expression.

Normally, the only kind of talk he likes during sex is the dirty kind, but like he's found with every other rule he has, Rachel is the exception.

"You feel…" She trails off when he changes the angle of his thrusts, causing her to moan. "…that's so…" Growing distracted again by the feelings growing inside her.

He grins smugly. "Good?" Knowingly.

She nods, opening her eyes to look up at him. "Yes. So good." Her eyes drifting closed again.

He groans when she moves with him the next time he thrusts against her. He almost wishes she wouldn't because he feels like he's moments away from cumming and he's barely hanging on. But then she does it again and he loses his mind, unable to stop himself from moving against her more eagerly, his strokes becoming shorter and deeper, determined to make her cry out his name again.

"Are you gonna cum for me, Rach?" He whispers into her ear hotly. "I need you to cum for me."

His hand slides down to her thigh, over her smooth skin before hooking his fingers behind her knee and guiding it high around his waist. She arches against him and his cock slides deeper inside her.

"Rachel…" He breathes.

He presses his forehead to hers then, staring down at her as her eyes open to look up at him. Her hands are on his back, nails biting into his skin as he moves more urgently against her now, burying himself inside her to the hilt, hitting her cervix with every thrust forward. He's so fucking close, he knows he's not going to last, but there's no way in hell he's going cum without her.

His hand slides between their bodies to where they're joined, his fingers quickly finding her clit, stimulating it while moving inside her over and over again. He presses his mouth to hers, kissing her softly before moving to her neck, sucking and licking, knowing that he's going to leave a mark there if he keeps this up. But fuck he doesn't care, although, he's sure that he's going to hear about it from her later. But then in the next second, she's crying out his name and coming around his cock, the rush of warmth and wetness triggering his own release and erasing all other thoughts from his mind. All he can do is bury his face into the crook of her neck as her name falls from his lips over and over.

He stays like that for a bit, buried inside her with her hands running down his back, soothing and gentle as her chest heaves against his. He breathes in her scent, her perfume and her shampoo and her sex, mixed in with the scent of the lake and the sand around them. He listens to her breathing, returning to normal now and he can feel her heart beating, keeping time with his. It's soothing and calming and familiar, and then he very slowly begins to place soft kisses on her shoulder, up along her neck and over her jaw before finally claiming her lips because words fail him at that very moment. Normally, this sort of thing would totally make him feel like a pussy, but the fact that he's managed to render her speechless too makes him feel pretty damn proud and smug about it.

He watches her sleep, curled up in his jacket and her skirt with her sweater and his t-shirt bunched up under her head like a makeshift pillow. It's fucking insane how this girl turns him into one of those losers that do lame shit like this. It's so unPuck like, but he almost can't help it because she looks so goddamn beautiful; of course, it could also be because he knows that she's not wearing anything else beneath that skirt or his jacket, which has him semi hard already. You'd think that finally having sex with her would lessen his desire for her, but it's only seems to have increased it, along with cementing his feelings for her even more.

The thing is that he doesn't know how to tell her without sounding like a total girl. Although, he suspects that she knows after what they just did. How could she not, right? Plus, he's always been a firm believer that actions speak louder than words. But then again, that's only because words have never come easy for him, especially when it comes to expressing his feelings.

He lets his gaze roam over her face as he thinks about how he's totally fallen for this girl. This girl who used to make him want to light himself on fire with her incessant talking and constant craziness, which if he's honest, scared the shit out of him. But it didn't take him long to learn that there was more to her than that. More than just the obvious stuff too, like the fact she's fucking talented and beyond determined and destined to be a star. Everyone could see that, but there's also a bunch other things that you don't notice until you look a little harder, until you take the time to really see her.

Like the fact that she has the biggest heart and is too damn trusting with it, which is why she's always getting burned by people who claim to care about her. Like the fact that all the confidence and self-assurance she projects is just a façade that she uses to mask her insecurities with. Insecurities about whether she's good enough or whether people like her or whether she really is as crazy as they think she is. He thinks that's totally fucked up because it's clear to him that she's better than everyone in that goddamn school and who the fuck cares what they think anyway when she's going to be a big star on Broadway while they'll all still be stuck in this shithole of a town. He'd told her as much once and it got her all hot and they ended up making out.

But most of all, there's the fact that she doesn't write people off so quickly, always willing to give them a second chance. She's probably the only one that really thinks he's going somewhere, going to be something more than a Lima loser, which he's still not totally convinced that's not what he's destined to be. But she doesn't seem to think so and sometimes he actually believes her. Because she makes him want to try and push himself and be better at school and better as a person, the kind of person who doesn't beat up dweebs when he's feeling bored, which he's cut down on since he started dating her. He knows it's not a fucking coincidence either.

She challenges him, she has from the very beginning. Even when they 'dated' for the very short week, she'd basically challenged him to step up and prove that he could be a leading man. He admits that the whole serenading her with that Neil Diamond song was initially just a way to get into her panties, but it ended up being so much more when he realized that he actually liked being front and center rather than in the background. It made him realize that he had potential to be more and it was all because Rachel Berry saw it in him first.

Looking down at her now, it suddenly occurs to him that he knows exactly how to convey his feelings without feeling like his balls might just fall off and it will probably even earn him some bonus points with her.

Leaning over her, he brushes the hair out of her face. "Hey." He whispers, gently nudging her shoulder to wake her, figuring the last thing he needs right now is a pissed off Rachel Berry if she happens to wake up and find him gone.

She shifts and then her eyes flutter open. "Hey."

He smiles at her sleepy expression, it's kind of sexy and it makes him want her all over again. Hell, who's he kidding, he'd want her even if she didn't do anything remotely sexy.

"Is it time to go?" She asks.

"No, I just need to get something from my truck." He tells her.

She blinks up at him confused. "What?" More alert now.

Smiling because he'd expected as much. "Just something." He says evasively. "Stay here, I'll be right back."

Her eyes narrow at him. "You're not going to leave me here, are you?"

"I wasn't planning on it." He says with an amused smile because it's probably the most ridiculous thing he's ever heard. "Besides you're wearing my favorite jacket." He teases and she gives him a dirty look. Leaning forward he kisses her hard on the mouth. "Don't fucking move." He orders playfully.

She nods and he stands, walking back up the beach towards where his truck is parked. He opens the door and reaches into the back, grabbing his guitar case. Pulling the guitar out, he tosses the case into the back before closing the truck door and walks back to where he'd left Rachel. She's waiting like he'd told her to, sitting up with her legs tucked under her and he swears that her eyes light up the second she sees him, or specifically the fact that he's carrying his guitar. _Yeah, definitely bonus points._

"Your guitar? That's what you needed to get." A knowing look in her eyes.

He doesn't respond, just sitting down and casually laying his guitar across his lap.

"Are you really going to sing for me?" Excitedly.

"Maybe." He shrugs. _He totally is._

"But every time I asked you to before, you refused."

She's always bugging him, begging him to sing for her and he's always brushing her off. "That's because not everyone is ready to perform at the drop of hat like some people." He quips.

She ignores his comment. "But you're going to sing for me now?" Smiling widely.

Rolling his eyes. "Yeah, that was the plan."

"What song?" Eagerly. "Do I know it? Am I going to like it?"

He takes a breath and pins her with a look. "Well, if you'd shut up, you'd see." He says in a mock serious tone.

"Yes, I'm sorry. Please continue." Sitting up straighter, giving him her undivided attention.

His fingers curl around the neck of the guitar, the pads of his fingers pressing against the strings as he begins to play and quietly sing.

_"I don't want this moment to ever end  
__Where everything's nothing without you  
__I wait here forever just to see you smile  
__Because it's true I am nothing without you_

_Through it all  
__I've made my mistakes  
__I stumble and fall  
__But I mean these words_

_I want you to know  
__With everything I won't let this go  
__These words are my heart and soul  
__I hold onto this moment you know  
__Because I bleed my heart out to show  
__And I won't let go"_

He watches her as he sings, watches the expression on her face grow soft and serious, the weight of his unspoken words hanging in the air between them. He can tell that she's moved and touched by his somewhat understated 'grand' gesture, he'd expected as much because with Rachel song is the best way to reach her heart and also the fastest way into her panties. And although he's aware of this convenient side effect, he doesn't expect her to stop him midway through the song, pulling the guitar out of his hands to set it aside and then replacing herself on his lap.

"You didn't like it?" He teases.

"I loved it." She says softly, meaningfully.

He stares into her eyes, falling deeper into those endless pools of chocolate, glistening with unshed tears and emotion. It should terrify him, scare him shitless at what he sees there, but it doesn't.

"I love you." He whispers.

And her mouth crashes down on his without preamble or warning, and all he can do is respond, kiss her back as eagerly as she's kissing him. They kiss for awhile, his hands finding their way into her hair and hers slipping down his bare torso. He doesn't really realize what's happening until she's undoing his jeans and her hand is wrapped around his stiff cock.

Pulling back to look at her. "What are you doing?" It's a ridiculous thing to ask.

"Well, I would think that would be obvious." She says playfully, her eyes dancing up at him with mischief.

"Are you sure you're not too sore?" Serious.

From his experience, girls tended to be more sore than normal after their first time and although, there have been instances where round two was not out of the question and of course he was always game, with Rachel it's different. He cares more about hurting her then his own pleasure, even with her hand currently making it hard to do just that.

Shaking her head. "Only a little. I'm fine." She insists.

He frowns. "You probably will be tomorrow though." And she probably will be even more if they do it again.

"Don't you want to?" She asks innocently as her hand moves along his hardened member.

"You're not playing fucking fair." He groans, achingly hard now.

"I'm sure I don't know what you're talking about." With a small impish smile, gripping him a little tighter.

"That signing shit totally makes you horny, doesn't it?" He chuckles.

She raises an eyebrow. "If you must know, yes." Then leans forward. "The question is, are you going to do something about it?"

He smirks and then reaches for his jacket that she's wearing and pulls on the snaps that are holding it closed. Under the gentle pressure they give and he pulls it open to reveal her nakedness to his hungry gaze. His hand cups one of her perfect breasts, the rosy bud already puckered and hard. Her eyes close as he plays with her while her hand plays with him. He thinks it's fucking hot.

She pulls her hand out of the opening in his jeans, having forgone the boxers after he'd removed them the first time. And when she begins to shrug out of the jacket he stops her.

"Leave it. And the skirt."

She smiles shyly, which he finds ironic, considering where her hand just was moments ago and what they're about to do. Again. He helps her push his jeans down a bit, enough so that they don't get in the way and then he reaches for the unused condom.

Handing it to her. "You do it." He tells her.

She takes it from his hand and he leans back, one arm extended behind him to hold his weight. He watches as she tears open the packet, pulling out the condom. He watches her hands, steady and sure as they carefully roll the condom down onto his throbbing erection. _So fucking hot._

He slips his free hand beneath her skirt between her legs, feeling her out. She's already wet and as he eases a finger inside her, he watches her face carefully for any discomfort. There isn't any, she just closes her eyes and moans his name despite the fact she feels a little swollen and tender under his touch. She doesn't really give him a chance to question her because she's pulling his hand away and then raising up on her knees only to lower herself down onto his fully erect cock in one quick move.

"Shit." He curses, wondering how it was fucking possible for her to feel tighter, better than the first time.

Her hands cradle his face as she brings her mouth to his, her breasts brushing against his naked chest through the gaping opening of the jacket. His hand moves to her hip, the other still stretched out behind him as he leans back for leverage. His long fingers curl around her hip, bunching the fabric of her skirt as he guides her movements, helping her find a rhythm.

When he cums for the second time that night and harder than the first, and she's moaning breathlessly in his ear about how if she'd known sex with him would feel like this, she'd have let him rob her of her virtue months ago. He realizes that it only proves what he's always expected, that sex with Rachel Berry would be the mind blowing kind and that it was totally worth the wait.

By the time he gets her home, it's after one and although Rachel has never mentioned anything about a curfew, he suspects that her dads wouldn't be cool with her coming home so late after being out all night with her boyfriend. And he's prepared to be a man and face the music with her, rather than send her in alone, but when he pulls into her driveway, he's kind of relieved to see all the lights out in the house.

He turns to her, brushing her hair back, it's all wavy and messy and her cheeks are flushed and her lips are swollen and the way she's looking at him does little to hide what she's thinking about. And he knows that if her dads were up, one look at her and they'd know exactly what he'd been doing to their baby girl. They would certainly not be impressed. But Rachel is oblivious to all these thoughts in his head as she leans over and kisses him softly.

"Thank you." She whispers sincerely.

Confused. "For what?"

"For everything." He knows that she's referring to her mom. "For tonight. And for just…" She trails off. "…for being you."

"It's no big deal." He cups her cheek, leaning over and pressing his mouth to hers gently before pulling back again. "Now get your hot ass inside before one of your dads comes out here and threatens to cut off my dick."

She rolls her eyes. "I'll see you tomorrow."

He nods. "Goodnight."

"Goodnight." She says as she gets out of his truck and closes the door behind her. He watches her walk up to her front door, turning to look at him one last time before heading inside.

He puts the truck in reverse and backs out of the driveway. Rachel may not have a set curfew, but he did and it was way past it, which meant that his mom was going to let him have it. As he drives home, he realizes that he doesn't even fucking care if she grounds him or lectures him because tonight was so worth any kind of punishment he's in store for.

TBC...

Song Credit: With Me by Sum41

So, I know that a lot of you guys were so happy that Shelby and Rachel were working their relationship out and were hoping for a more happier ending for them in my fic, but I've always sort of viewed this as an AU verse fic, exploring how certain events of the back 9 may turn out if it was puckleberry flavored. Granted, there's still a lot that I haven't lined up with the show like the whole Jesse angle (he will make a brief appearance), I still want certain things to remain true to canon. So, I hope you still liked what I did with the whole Shelby/Rachel storyline, even though Rachel still ended up heartbroken. Next up I think I have Quinn having the baby, obviously with a Puckleberry twist.


	16. Heart and Shoulder

**16. Heart and Shoulder**

_Wanna run for you  
__Would it do any good?  
__If I flew for you  
__You'd still be standing_

_And it's hard watching  
__'Cause I'm part of you  
__And it's hard not to  
__Not to know what I can do_

_I'm powerless to change your world  
__I'm powerless to stop the hurt  
__But I'll give you my heart, give you my shoulder_

She thinks that she has a serious problem and it's all his fault. He's turned her into some kind of sex fiend, craving it all the time. She literally can't stop thinking about it and the second they're alone, she can't keep her hands off of him. Okay, so maybe that's not something entirely new, she's always kind of had a problem with that. But to be fair, so has he, which does not help matters because he seems as eager as she is to get her naked at every possible opportunity, not that she's complaining, but maybe they could be a little more discreet about it.

For instance, today after school, they go to her house because doing it in a truck is great and all, but she thinks that if she hits her head on the steering wheel one more time she's going to end up with a concussion. There's already a bruise on her knee from banging it against the stick shift the other day. Of course, Noah did offer to kiss and make it better.

When they enter the house, she barely says hello to her dad, who's working from home today, before pulling Noah up the stairs and calling out that they were going to practice for Regionals and it was imperative that they not be disturbed. Of course, the second the door to her bedroom closes and is locked, he's got her pressed back against it and her hands are tugging at his shirt as his mouth is crashing down on hers.

Like she said, she has a problem and it's his fault.

"We have to be quiet." She whispers to him as they break apart just enough so that he can pull his shirt off.

"We? Don't you mean you?" He smirks at her.

She gives him a look. She doesn't know what he's talking about. "I'm not that loud."

"Yeah, baby, you kind of are." He says sounding totally smug about it.

She frowns, worried because she honestly didn't think she was loud at all. He leans in, pressing his lips to her neck while his hands tug her hips against him so that she can feel him already hard, pressing against her stomach.

"I love that you're loud. It's fucking hot, especially when you're screaming my name." He whispers against her skin.

Closing her eyes, her head falls back against the door. "Well, you have trouble keeping quiet too. You're always cursing and saying highly inappropriate things to me."

She can feel him smirk against her skin as his hands slip beneath her shirt to touch her skin. "Highly inappropriate things? Like what?"

"You know." Distracted by the feel of his hand cupping her breast through her bra, thumbing her nipple.

"I don't. Give me an example." Pulling back to look at her, his eyes dark, full of naked want and lust and need.

Shaking her head. "I can't." Embarrassed.

"Try." He urges.

She flushes. "I don't know." Her eyes skittering away from his insistent gaze. "You… you're always saying how I'm so…" Hot. Wet. Tight. "…that I feel good." She finally says.

He smiles. "That doesn't sound inappropriate." He pulls her away from the door, walking backwards to her bed, pulling her with him. "What else do I say?" He asks, his voice low and suggestive as he sits down on the bed, bringing her to stand between his legs.

"You tell me how much you want me." Her face growing warm because even though she's not really saying it quite the way he says it, whispers it into ear, pants it against her skin, moans it when he comes, she knows that he knows what she's referring to.

His hands slip up her thighs and under her skirt, teasing and light, making her squirm under his touch. "You mean how much I want to fuck you." He says, looking up at her unabashedly.

She feels her panties grow wet instantly and she pushes him back onto the bed, falling on top of him when he takes her with him. Her hair falls around their faces as her lips find his, kissing him deeply, hotly. She feels his hands come up and push her hair back, his mouth eagerly moving beneath hers, pressing his tongue against hers over and over again. And then she feels a vibration against her thigh, it startles her and she pulls back.

"It's just my phone. Ignore it." He mutters, pulling her mouth back to his.

It vibrates again and annoyed with the interruption, she finally digs the phone out of his pocket. "Maybe you should see who it is."

He takes the phone, not bothering to look at it. "I have voicemail, they'll leave a message." He says and the phone stops vibrating. "See." He tosses the phone on the other end of the bed and then rolls her beneath him.

His mouth moves down her neck as his hands move up her thighs, pushing her skirt up higher. She moans, her hands moving down his bare back, over taught muscle and smooth skin, and then sliding into the back pockets of his jeans, cupping his ass. He moans against her neck and then his phone begins to vibrate again and he groans.

Sighing. "Maybe you should answer it. It could be important." She says.

He lifts his head and looks down at her and then kisses her quickly before rolling off of her to grab his phone.

She watches his expression change when he sees the caller ID, growing serious. "Hey." He answers, sitting up.

He listens intently and she can tell something's wrong. "What do you mean?" His back tenses and his grip on the phone tightens. "But you're okay?" He pauses. "And the baby?"

Her heart leaps into her throat. Did something happen to Quinn and the baby? She sits up next to him and he looks over at her briefly, concern marring his features.

"Okay." He says. "Yeah. Yeah, it's not a problem, I'll be right over." He pauses again. "I'll see you in a bit." He ends the call.

She watches him worried, his expression is a mixture of relief and fear and apprehension. She touches his arm and he looks at her.

"She's fine. The baby's fine. She started cramping or something and her parents took her to the hospital, but she's fine. Everything's okay."

She nods in relief. "Good. I'm glad she and the baby are okay. I'm sure she must've been scared."

"Yeah. She's still kind of freaking out so I'm going to go over there…" He looks at her, trailing off. "I'm sorry."

"It's okay, I understand. You need to be there for her right now." She's perfected the art of always saying the right thing, no matter how she's feeling inside and right now, that's disappointed.

"It's not okay, it's fucking insane. This situation is so screwed up and it's my fault and I dragged you into it with me."

"You didn't drag me into anything." She slides her hand down his arm, tangling her fingers with his. "I'm here because I want to be."

He leans forward and kisses her softly. "You know I don't fucking deserve you, right?"

She smiles a little. "Well… I'm sure that you'll find a way to make it up to me." She teases suggestively.

He grins. "You can bet on it." He promises and then stands up, walking across the room to where his shirt is lying on the floor.

She watches as he pulls it over his head, tugging it down over his chest before walking back over to her.

"I'll call you later." He tells her and then presses his lips to her forehead before turning to walk out of her room.

She sits there for a while, listening to him say goodbye to her dad before leaving. She hears his truck start up and then as he pulls out of her driveway. Lying back on the bed, she stares up at the ceiling, not entirely sure how she feels.

She understands Noah's sense of responsibility to Quinn, she respects him because of it. She thinks that she may even love him more because he's doing the right thing. He goes with her to her appointments and he's helping to pay for the bills and even though they've already decided to give the baby up, she knows that he loves that baby growing inside Quinn's belly. She knows it and it kills her just a little bit because the fact that there is even a baby at all is proof that at one time Noah had feelings for her, strong feelings, strong enough to cause him sleep with her even though she was his best friend's girl. So, even though she understands his need to be there for her, even supports it, there's still a small selfish part of her that wishes that she didn't have to share him.

She hates feeling this way, so small and petty when it's obvious that Quinn is going through something so much bigger than her insecurities. But she can't help it, it just seemed like Quinn always won in the end, got everything even when she screwed up. She got the sympathy and the friends and the popularity and the boy. Okay, well maybe not the boy, not really, maybe just a part of him.

Sometimes she wishes that there wasn't a baby, that Noah hadn't gotten Quinn pregnant in the first place, but then she's pretty sure that she and Noah wouldn't have gotten together the way they did if that was the case. So, instead she has to accept that there will always be a bond between Quinn and Noah, a bond that will be there even if they don't keep the baby, a bond that she doesn't think she can ever compete with. And she doesn't know how she feels about that.

She lies there for a long time, until she finally pushes the unsettling thoughts out of her head, coming to the conclusion that it doesn't really matter. All that matters is that Noah loves her and he wants to be with her, not Quinn. She doesn't doubt that, not for one second, and she thinks that the fact that they've gone through some difficult things in their short relationship means that they can get through this too. All she needs to do is hang onto that and be there for Noah and things will work out just fine.

She sits up and gets off the bed, straightening her clothes before heading downstairs to help daddy with dinner with a new resolve. _Yes, she can do this._

So, her resolve, it doesn't last very long. It's already crumbling and she's trying really hard to be understanding and supportive, but it's hard. It's hard watching him be so protective and attentive to Quinn, more than he's ever been. She knows it's because of the scare that Quinn had a couple days ago, but still she can't help but feel like suddenly there was a third person in their relationship. Or maybe, there always has been, but she's been too blind and naïve to see it until now.

During glee rehearsal, he suggests that Quinn have less strenuous choreography because she's so close to her due date and then he insists on her resting between songs even though she keeps telling him she's fine. For a brief second, as she watches him lead the other girl to one of the seats in the auditorium, she feels this pang of something familiar. She thinks it's jealousy. She supposes that it isn't a totally unfamiliar feeling for her, especially when it comes to Quinn.

She's always been jealous of Quinn at some point or another, but lately she's had no reason to be because for once in her life she has everything she could possibly want and honestly, Quinn's current predicament is nothing to be jealous of. But she's Quinn Fabray and she's still beautiful, even though she waddles when she walks now and her figure is shot to hell because of the pregnancy. So, she can't say that she's all that surprised when the jealousy just sneaks up on her.

She knows that Noah's main concern is the baby, he's told her so and she believes him. It just so happens that the baby and Quinn are a package deal these days and that's what makes it all the more difficult. It's not that she's not worried that Noah might feel something for Quinn, something more than what one feels for the mother of your child, because they fight a lot when they're around each other and he usually ends up walking away before he says something he's going to regret. It's not Noah she's worried about. It's Quinn.

She's watching the two of them snap at each other the way they always do when she sees it, there in the blonde girl's blue eyes, the slightest hint of affection or want or something that is not just platonic feelings towards the father of her child. She thinks it's ironic that Quinn had been the one to push him away, basically tell him that he wasn't good enough to be the father to her baby, and now that he's moved on, she wants him.

"You know you don't have anything to worry about." She hears a voice say from behind her.

She turns around to see Finn standing there. "Oh, hi Finn." Plastering an overly bright smile on her face.

He returns the smile. "Hi." His gaze drifts over her shoulder to where she'd been looking just moments before and then back to her. "You shouldn't worry about Puck and Quinn." He repeats.

"I know. I'm not." She says without hesitation.

"Oh, okay because you just seemed like maybe…" He trails off.

"He's worried about the baby, I know that." She tells him.

Nodding. "Good. Because that's all it's about for Puck." And then his gaze catches something behind her and she thinks that she sees him tense just a little bit.

She turns around to see Noah approaching them. "Hey." She says brightly as he stops in front of her.

"Hey." And then looks over at Finn. "Hey man." Acknowledging his presence.

"Hey." She hears Finn reply.

Things have been better between the two boys, but there are still these weird, awkward moments that are hard to ignore. She knows that it's going to take time before things return to the way they used to be between the two of them and the three of them. She just hopes that's all it is and not something more.

Noah looks down at her, his expression regretful. "So, Quinn has this follow up appointment today, which she conveniently forgot to tell me about, so I can't drive you home." He says apologetically. "Do you think one of your dad's could pick you up?" He asks hopefully.

Trying to hide her disappointment. "They're both working late today."

"Oh… okay, well, why don't you come with us and then I'll take you home afterwards." He suggests.

She bites her bottom lip. "I can't. I have dance today."

He sighs. "Fuck. I forgot about that." He runs his hand over his head. "I swear she does this to piss me off. If she'd mentioned it before then we would've brought separate cars today and this wouldn't be happening." He lets out a breath. "Okay, I'll just tell her that I'll meet her there after I drop you off."

"It's okay, Noah. I can catch a ride with someone else." She says softly, seeing his obvious frustration with the situation.

He gives her a look. "With who?"

"Uh… I can take her, man." She hears Finn speak up from behind. She watches Noah's eyes lift up to look at Finn, his expression unreadable. "I mean, it's not a big deal."

Noah looks at her again and she can practically feel the tension between the two boys. Turning to look at Finn. "Can you give us a second?" She asks quietly.

He nods. "Yeah sure." He turns and walks off, giving them some privacy.

Turning back to Noah. "If you don't want me to…"

He shrugs dismissively. "I don't care. You can if you want."

But she can tell that it bothers him and she's not sure why. "You know that we're just friends, right?"

"I know. It's cool. You should go with him." He says and then brushes a few loose strands of her hair behind her ear. "I'm sorry about this."

She smiles reassuringly. "It's okay. You need go with Quinn to the appointment, it's important. I know you've been worried about the baby, so maybe this will relieve some of your concerns."

"Yeah." He sighs and then smiles a little. "I'll pick you up after dance."

"You don't have to. I can walk home, it's not that far. I don't want you to rush because of me." She tells him.

Shaking his head. "No, I'll pick you up." He insists. "The appointment shouldn't take too long and I just have to drop Quinn off at home and then I'm all yours."

Smiling shyly. "And I'm going to have the house to myself until eight or nine at least." Her fingers play with the buttons on his shirt coyly.

Smirking, he leans forward. "Hell yeah." His voice low as his lips brush against hers softly.

Keeping the kiss chaste, she pulls back before he can deepen it. "I'll see you later." She says, feeling her cheeks burn under the scrutiny of his gaze.

He leans in once more, this time pressing his lips more firmly to hers, before pulling back again. "Later." He grins triumphantly.

She laughs as she watches him walk to where Quinn is waiting by the entrance to the auditorium. She watches them walk out together and then Finn approaches and she looks away.

"Ready to go?" He asks, coming to stand next her.

She looks at him and smiles. "Yes."

He leans down and picks up her pink book bag and then leads her out of the auditorium.

The ride is a quiet one and maybe a little awkward. She wonders if it's ever going feel like it used to between them. If they could ever go back to that place where things weren't so tense and weird and they could all hang out together without it getting uncomfortable.

"So, Puck wasn't too happy about me giving you a ride." He says a matter of factly.

She looks over at Finn. "Why do you say that?"

"Because he had this weird look on his face when I offered."

"It's not what you think. He's fine with it."

He scoffs a little. "Well it's kind of funny that he's the one who doesn't trust me around you, considering he's the one who slept with Quinn when we were dating and then went after yo-"

"Finn…" She warns softly.

"I'm sorry." He takes a breath. "I'm sorry." He says again.

There's a moment of silence and then she speaks. "I thought you were over that. I thought you forgave him and you guys were moving past that." Looking over at him as he keeps his eyes on the road ahead.

"I did and we are. We are." He says and then glances at her out of the corner of his eye. "It's just…" He trails off as if deciding not say anything.

"What?" She asks curiously.

Shaking his head. "Nothing. It doesn't matter."

"No, what? What were you going to say?"

He takes a breath. "I just don't get it. I don't get what it is that Quinn and you and all the girls in school see in him, you know." He finally says. "I mean, I've known him since we were in grade school and he's been my best friend ever since, but he's kind of a jerk."

She remains silent.

"But that doesn't stop the school's female population from falling into bed with him including my ex-girlfriend and..." He looks over at her. "…the one girl I really liked."

She doesn't know what to say to that, except that she can relate to the way he feels because it's the way she had once felt about Quinn and maybe, to some extent, still does. Quinn's always been kind of a bitch, especially to her, but that doesn't stop boys from falling at her feet or girls from fighting each other to be a part of her inner circle. Granted, her queen bee status has been downgraded to a drone these days, but she has no doubt that once the baby is born, she'll reclaim her thrown. So, she understands how Finn feels.

"I'm sorry. I don't know what to tell you." Quietly. "Except that you're a great guy, Finn. You're nice and sweet and kind and any girl would be lucky to be your girlfriend."

She means it. She's always thought that he was perfect boyfriend material. He'd be the kind that's never late for dates and holds open the door and always says the right thing. He wouldn't cheat or look at other girls or lie. He would be a wonderful boyfriend, a perfect boyfriend, just not for her.

"If that's true then why did you choose Puck over me?" He asks. "I mean, you liked me, at least you once did."

"I did like you. I still like you." She insists. "You've been an amazing friend to me. For a while you were really my only friend. And I don't think I ever told you how much your friendship means to me, what having you as my friend means to me." She looks down sadly and a little ashamed. "The thing is that as good as a friend as you've been to me, I don't think I've been a very good friend to you." She admits.

"Well if I had a choice, you wouldn't be my friend. You wouldn't only be my friend." He looks at her as he turns off the ignition, having arrived at the dance studio where her class was being held. "Rachel…" He begins.

"You said you wanted to know what it is about him." She cuts him off, looking at him now. "I can't speak for Quinn or any of the other girls, but I can tell you what it is for me."

He nods silently, almost reluctantly.

"Yes, he's a jerk. Even when he's trying not to be, he can somehow manage to be. But when I'm with him, he's not at all like the Puck everyone knows." She smiles a little as she thinks about him. "He's different. He's sweet and kind and considerate. He cares about me and he makes me feel like I'm the luckiest girl in the whole school to be his girl."

He seems to understand. "You love him." He says quietly.

"I love him." She confirms softly.

He looks away, staring out the windshield of the car, his expression a mixture of sadness and acceptance.

She doesn't know what to say or how to make it better for him. "I understand if being my friend is too difficult for you right now."

He takes a breath and then gives her a crooked smile. "Nah, I think it would probably be harder to not be your friend."

Relieved, she smiles back and then after a moment she reaches for her bag. "Thank you for the ride."

"No problem."

"I'm glad we talked."

He nods. "Yeah." He hesitates for a second. "Hey, do you think that maybe you could not mention this to Puck. I just don't want him to get the wrong idea and you know how he is, he's just automatically going to assume the worst. And we're finally in a good place, I don't want to mess that up."

She feels a bit uneasy about keeping things from Noah, but she would hate for the boys to have a setback over something that was practically nothing.

"Sure, we can keep it between us."

"Great. Thanks, Rachel."

"No problem." She reaches for the door handle. "See you tomorrow?"

He nods. "Yeah."

She steps out of the car and then closes the door, waving goodbye before she walks towards the entrance to the building.

He's waiting for her when she gets out of dance class and her heart skips a beat at the sight of him. He's leaning back against his truck, his hands stuffed in his front pockets of his jeans, wearing his letterman jacket and looking the epitome of the typical high school jock. He's gorgeous and she knows that she's not the only one who thinks so. The other girls from her dance class have noticed as well, it's not the first time he's come to pick her up. And she's pretty sure that they've figured out that he's her boyfriend and not her brother like some were hoping, but apparently that doesn't stop them from staring and commenting on _how hot he is_ and _what he could possibly doing with her_, even with her standing right there in earshot.

Ignoring the girls, she makes her way towards him. She admits that she likes being the envy of all the girls in her dance class, especially when those same girls are not so nice to her. She likes to think that she's mature enough not to drop down to their level, nor does she feel the need to make some point by making out with Noah right there in the parking lot. However, Noah doesn't seem to share her sentiments and doesn't waste time in dragging her up against him and capturing her lips in a hot and absolutely, scandalous kiss.

She tries to keep the kiss chaste, but as she's come to find when it comes to kissing Noah, that is almost next to impossible when that's the last thing he wants. And like always, she simply gives up and gives in to his insistent advances and her hands are curling into his shirt and pulling him closer instead of away.

She can practically feel him grin against her mouth when he realizes that he's won and instantly deepens the kiss, sliding his tongue into her mouth without resistance. She's not going to deny that she doesn't get a bit of a thrill, knowing that those girls are watching them kiss, although it probably seems more like they're trying to devour each other whole. He has one hand in her hair, she'd taken it down from the bun she'd put it up into during the class, while his other hand is drifting low on her back. But before he can slide it any lower, she breaks the kiss, pulling his hand away before he can reach her behind.

She gives him a scolding look and he just smiles innocently as if he hadn't totally tried to grab her ass out in the open where people could see.

She narrows her eyes suspiciously. "What was all that about?"

He doesn't seem to know what she's talking about. "What do you mean?"

"I mean, did that have anything to do with the group of girls that are currently probably wishing for my untimely death."

His brow furrows and then glances over her shoulder to where she knows the group of girls are still standing. "Why would it have anything to do with them?"

She lets out a mirthless laugh. "Because they happen to think you're very handsome."

He quirks an eyebrow. "Handsome?" Doubtfully.

She rolls her eyes. "Okay. Hot. Sexy. Gorgeous. Don't act like you haven't noticed. I'm sure you have some sort of built in radar."

He laughs. "Nah, no radar. Girls are pretty obvious when they think a guy is 'handsome'." He says with a smirk. "Plus, the stink eye that they're giving you right now, pretty much says it all."

She frowns. "They're awful."

"They're jealous." He counters.

"Because I have a hot boyfriend?" She drones.

"No, because you're crazy talented and probably a better dancer than all of them." He pauses and then adds. "And because you have a totally hot boyfriend that they wish was fucking them and not you."

She looks down, feeling her cheeks grow warm. She can't help but blush when he's so obscenely blunt.

He leans forward. "And I didn't kiss you because of them." She looks up. "I kissed you because I can't help myself and you look fucking hot in this." His fingers play with the sheer pale pink skirt that she has on over her black ballet leotard and pink tights that she wears for dance class.

"What are you talking about? You've seen me in this dozens of times before."

Shrugging. "Yeah, I know and you always look hot in it." He smirks. "I have a thing for you in tights."

She bites her bottom lip, trying not to blush but she knows she's failing miserably. "You're crazy." She tells him and then moves around to the passenger side door. "C'mon, take me home."

He reaches for her hand. "Hey." She turns to look at him expectantly, his expression a little more serious now. "Did everything go okay with Finn?"

She blinks, a little taken back. "Um yeah, it was fine." Trying to sound normal.

He stares down at her for a moment.

"What?" She asks.

His brow is knotted. "You know he's still fucking in love with you, right?" He blurts out.

She looks down. "Why would you think that?" She asks quietly.

He scoffs. "Because it's fucking obvious. You don't think I see the way he looks at you when you're not paying attention, when he thinks I'm not paying attention."

She looks up at him again, sighing a little. "It doesn't really matter if he is or if he isn't." She squeezes his hand. "I'm with you." And then she shakes her head. "And I told him that, so there's nothing for you to worry about."

"What do you mean, you told him that?" Scowling.

Realizing her slip of the tongue. "Nothing, I just mean that I'm with the boy I want to be with and he knows that."

His jaw twitches. "Did something happen?"

"No! Nothing happened." She grabs his hand. "Let's just go, okay." Trying to pull him along, but he doesn't move.

"You're a shitty liar."

She sighs. "Noah…"

"Tell me what happened." His eyes bore into hers.

She realizes that she can't keep things from him because she's just not good at it and she simply just doesn't want to.

"Nothing." He opens his mouth, but she speaks up again. "It's not what you think." She says hastily.

"What the fuck does that mean? That he tried to fucking kiss you or something?" Angrily.

"No! No, Noah!" Grabbing his arm to make him look at her. "We just talked."

"Yeah? About what? About how you would be so much better off with him?" He grumbles darkly as he looks away.

"No, about how I'm in love with you and only want to be with you." She says quietly.

He looks back at her now, the anger fading away. "Oh."

"Yeah." She says with a smile.

"So, he didn't try to kiss you?"

"No, and he wouldn't. He's your friend, Noah. Your best friend." She tells him.

He takes a breath. "I know. You're right."

"Of course I am." She says confidently and he shakes his head, chuckling a little. "Now, can you please take me home. I'm in desperate need of a shower."

She watches his mouth twist into his patented smirk and she knows that everything is okay. "What for, you're just going to get sweaty again." He says suggestively.

Looking up at him from beneath her eyelashes. "Well, I was thinking you could join me."

"Yeah?" He asks with a grin that she's sure is quite capable of causing girls to swoon or perhaps fall back with their legs open is more accurate. Lucky for her, she's developed some immunity to his charms. Not complete, but some.

"It could be fun." They've never done it in the shower and it's something she's been wanting to try for a while.

"Baby, shower sex is always fun." He tells her with a hint of promise in his eyes and then his grin drops away. "Wait a minute, are you using sex to try to distract me from the fact that my best friend is in love with my girl and tried to steal her away."

She rolls her eyes with a smile playing across her lips. "He didn't try to steal me away and no, I'm not trying to distract you, just merely pointing out that we could be doing something far more productive than standing here talking."

He gives her a look and then after a beat. "Good point. We could be getting naked. And when did you say your dads would be home?" A slow grin creeping across his lips.

She grabs his wrist and looks at his watch, it's showing that it's a quarter to seven. "Not for a good hour or so."

"So, what are we waiting for?"

She looks at him in mock exasperation. "Well, you seemed pretty hung up on the whole Finn thing, I wasn't sure if you were still interested-"

He cuts her off. "Just get your sexy ass in the truck already." He says, swatting her behind playfully as she heads to the passenger side of the truck.

She looks through a rack of summer dresses, pulling out a dark blue one in a halter style that catches her eye. It's short and has this ruffle skirt, it's fun and cute. She's at the mall because Noah and Finn are doing guy stuff today, whatever that entails. She suspects that it's mostly eating unhealthy food and playing video games and watching movies with a lot of violence and large explosions.

She knows that it's totally ridiculous, but she misses him. They've been spending so much time together lately that it's almost strange for her to be apart from him for even an afternoon. But she'd been the one to encourage Noah to do something with Finn because she thought it would be good for them, a good opportunity for them to bond, she'd told him. He'd given her a look that said that he thought she was crazy and that she didn't get guys at all. Apparently, guys didn't bond, they hung out. She'd just rolled her eyes and told him to invite him over.

She looks at the dress in her hand again. She likes it enough, it's something she would wear and it's in her size and she thinks Noah might even like it. Although, he's never really complained about anything she wears, mostly because all of her skirts and dresses tended to be short and showed a lot of leg. She decides that she wants a different color and puts it back on the rack.

"Red." A voice says from behind her.

Turning around she sees a very pregnant Quinn Fabray, standing there, looking strikingly beautiful as always. It's hard to ignore that even in her ninth month of pregnancy, the blonde girl glows. She approaches the rack and pulls out the same dress in red and in Rachel's exact size.

"You should get it in red." Quinn says again, holing out the dress. "It's totally your color and he likes it on you."

Rachel takes the dress, a little taken back by all of this. "Thank you." She says, sounding a little unsure.

The blonde girl shrugs. "Sure. No problem."

Rachel watches as she looks through the rack of dresses that she's pretty sure aren't in her current size. "Doing some shopping?" She asks curiously.

Quinn lets out a mirthless laugh. "More like reminiscing about when I used to be able to wear clothes like this." Fingering one of the dresses on the rack.

"You will again, you know."

Looking at her. "I know." Quinn shakes her head. "I just needed to get out of the house. My mother is driving me crazy with her hovering and worrying and…" She sighs. "…it's just too much."

Rachel's gaze drops to her rounded stomach. "How is everything?"

Quinn looks down at her stomach, her hand resting atop of it. "She's good, kicking up a storm actually." She lifts her gaze to meet with Rachel's. "Puck told you about what happened?"

Nodding. "I was there when you called."

"I'm sorry." Sounding almost sincere.

"You don't have to apologize. I'm just glad that the baby is okay and that you're okay." Rachel says softly.

An odd look crosses the blonde's face. "I don't understand. Shouldn't you hate me?"

"Hate you?"

"Yeah. I've always been so horrible to you. I called you names and wrote awful things on your MySpace page." She says. "I'd hate me if I were you."

Rachel shrugs a little. "Well, I admit that I disliked you immensely in the beginning. But now, I'd like to think that we're past all that. I mean, after all, you are pregnant with my boyfriend's baby."

"Right, one more reason you should hate me."

"Well, I don't. You didn't get pregnant on your own. So, if I hate you than I should hate Noah too, but I can't hate him. Not for something that happened before we even got together and might even be the reason we're together now."

Not for the first time, she realizes the irony of the situation. If Noah hadn't gotten Quinn pregnant then he wouldn't have been on the outs with all his jock friends and ultimately, black listed by the entire school. And he wouldn't have been sitting alone on the bleachers that fateful day. And he probably wouldn't have needed a friend and she probably wouldn't have approached him at all if he hadn't been looking so lost and alone.

Smiling a little. "Noah. You call him Noah." Quinn says, sounding amused.

"That's his name."

"No, his name is Puck. He's Puck to everyone. The only person he's Noah around besides his mom and his sister, is you." She pauses thoughtfully. "I guess I was wrong about that, about him. He is different with you."

"Yes, he is. But you were just trying to help." She pauses. "You were, right? Trying to help and not just cause trouble?"

"Yes. Believe it or not. But I'm sorry if I ended up causing trouble." She says sincerely. "Puck pretty much told me to butt out next time, but in not so nice words." She gives her a look that Rachel can't quite read. "He's very protective of you."

Rachel thinks it's ironic that the very girl she's envied, sounds almost envious of her. Something they have in common, oddly enough. "He's very protective of you too."

A mirthless smile ghosts across her lips. "No, he's protective of his daughter."

"He cares about you too, Quinn."

"Yes, as the girl he knocked up. He feels a responsibility towards me, an obligation, it's not the same thing."

And Rachel swears that she can almost hear disappointment in the blonde girl's voice and there's something in her blue eyes, perhaps regret for letting go of something she didn't realize she wanted until it was too late.

"Can I ask you something?" Rachel asks.

"Sure."

"Do you have feelings for him?"

Quinn doesn't seem to be surprised by her question, but hesitates. "Honestly?" She asks.

Rachel nods.

"I don't know what I feel for him." She says softly. "I've never been able to not be a bitch long enough and he's never been able to not be a jerk long enough for us to really figure it out. It's just the way we are and maybe there's always been something there, maybe the same thing that led us to sleeping together that night, I don't know."

Rachel remains quiet, it's pretty much what she suspected.

"But Rachel…" Quinn continues. "…if you're asking me if I love him, then the only honest answer I can give you and the only one that should truly count is that it doesn't really matter what I feel. Because all that matters is that for Puck there is just one girl he has feelings for." She says quietly and then smiles. "You're the only girl he has eyes for now."

She doesn't know what to say because she's never known Quinn Fabray to be nice or say anything that remotely sounded like a compliment, especially to her. And part of her is waiting for the slushy to come out of nowhere and confirm that this is just some sick joke. But it doesn't come and it leaves her speechless.

Quinn's eyes fall to the dress in her hand. "And when he sees you in that dress, he won't be able to take his eyes off you."

Rachel looks at the dress. "You really think so?" She asks.

"Trust me, he loves you in red." She smiles knowingly. "Go try it on." She encourages.

Rachel heads to the dressing room to try on the dress, still a little unsure of what to make of all this. Perhaps they could find some middle ground and find a way to be amicable, friends might be a bit of stretch she admits. But this could be a start.

Pleased, she looks at her reflection in the mirror, having changed into the dress. Quinn had been right, red is definitely her color. She pushes the curtain aside and steps outside the dressing room to see Quinn standing there.

"What do you think?" Rachel asks the blonde girl.

Quinn blinks back with an odd look on her face, likes she's speechless and in shock. "I think my water just broke." She utters.

For a second, Rachel isn't sure she heard her correctly. "What?"

"I think the baby's coming." She says.

"Oh… oh my God." Rachel stares at Quinn and then rushes into the dressing room to grab her stuff. "Okay, okay. We got to get you to the hospital." She says, rushing over to Quinn, who has yet to move.

"I'm not ready for this." Quinn whispers fearfully.

Rachel gives her an encouraging smile. "Yes, you are. You're Quinn Fabray, you can do this."

The blonde girl nods. "You're right, I can do this. I have to do this."

"And I'll be with you until your parents can be there and Noah." She tells her.

Nodding. "Thank you." Smiling softly.

Returning the smile. "C'mon, let's get you to the hospital."

They take Rachel's car to the hospital, Quinn's contractions are already ten minutes apart by the time they pull into the emergency bay. She rushes to the other side of the car and helps her out, she can only imagine the amount of pain she's in. She's been trying to breathe through the pain and screaming through clenched teeth whenever a contraction hit. And she can tell that she's scared and part of Rachel wishes that she knew what to say or do to give her some comfort and reassurance.

"You're doing great, Quinn." Rachel tries to assure her as she helps her walk into the hospital emergency room. "We need some help!" Rachel calls out and a couple of nurses rush over to assist.

"How far along are the contractions?" One of the nurse's asks.

"They're about ten minutes apart." Rachel informs her.

One of the orderlies bring over a wheelchair and Rachel and the nurse help her into it.

"Where are her parents?"

"I called them already, they should be here soon." She had called them and Noah on the way over to the hospital.

"Okay, I need you to fill out these forms in the meantime and we're going to set her up in a delivery room." The other nurse hands her a clipboard and a pen.

Nodding and then looking down at Quinn. "You're going to be okay and I'll send your mom and Noah in as soon as they get here." She assures her.

"Thank you. I mean it, Rachel. Thank you." She says sincerely.

"She's going to be in room 104." The nurse tells her before they wheel Quinn off.

She looks down at the clipboard in her hand when she hears Noah's voice. She looks up and sees him and Finn and Quinn's parents, rushing towards her.

"They just took her in." She tells them as they approach her. "She's in room 104."

She watches as Mrs. Fabray turns to her husband. "I'm going to go. She needs me."

"Tell her I love her and I'm proud of her for being so brave." Mr. Fabray says.

Mrs. Fabray then turns to look at Noah expectantly. "Are you coming?"

"Yeah, just give me a second." He says and then tugs on Rachel's arm, pulling her away from the group. "Hey, so I know this is weird and awkward for you, so if you don't want to stick around, I completely understand." He says softly.

She looks up at him, trying to read him. "Do you want me to stay?"

He gives her a look of utter disbelief. "Are you fucking kidding? Of course I do." He says. "But that's not fair to you and it's totally selfish of me and I'd never want you to do something that makes you feel uncomfortable."

"It doesn't. It doesn't make me feel uncomfortable." She says and then glances at Mrs. Fabray who was watching them anxiously. "You should go. I'll be here."

He smiles and then presses a kiss to her forehead. "I love you." He whispers quietly so only she can hear it.

"I love you too." She whispers back.

And then he pulls away and she watches as he and Mrs. Fabray walk off in the same direction Quinn was wheeled off in. She approaches Finn and Mr. Fabray.

"You must be Rachel." Mr. Fabray says and she nods. "Thank you for getting my daughter to the hospital."

"You don't have to thank me." She says. "I'm just glad I was there."

His gaze drops to the clipboard in her hand. "Are those Quinn's forms?"

"Yes, the nurse gave them to me. But I haven't been able to fill them out yet."

"Here." He holds out his hand. "I'll take care of them."

She hands them to him with a grateful smile and watches as he heads to the waiting area.

She turns to Finn then, who has been looking on quietly. "Are you going to stay?"

He stuffs his hands in his pockets. "Yeah, if you think Quinn or Puck won't mind." He says a little uncertainly.

Smiling. "I'm sure they would appreciate it." And they both walk over to the waiting area to sit and wait to hear news on Quinn and the baby.

Five hours later, Noah comes into the waiting area to tell them the good news that both mother and child are okay. Mr. Fabray goes to see his daughter while Noah stays behind to give the Fabrays some time alone. He tells her and Finn about the delivery and about how it was the most scary and amazing experience of his life. As she sits beside him, holding his hand and listening to him, she can tell that he's still a little shell shocked and she can only imagine what he must be feeling right now. He's a father, no matter how brief this moment lasts, and that knowledge alone must be overwhelming for any man, let alone a teenage boy.

When Mr. Fabray comes back into the waiting area, he informs them that he's taking Mrs. Fabray home to get some of Quinn's things because she'll probably be released in a couple of hours. The three of them go see Quinn and sit with her for a bit, now that she's been moved to a private room. The baby has already been taken away to get checked out and weighed, so she and Finn don't get to see her. After awhile when Quinn begins to look tired, they decide to leave so she can rest before she's released. When Noah stands up to come with them, she insists that he stay with Quinn so she's not alone.

She and Finn hang out in the waiting area, playing cards for a while until he announces that he's starving. He asks her if she wants to see what the cafeteria has to offer, she quips that it can't be worse than what the school cafeteria serves. He tells her that Taco Tuesdays are awesome and she doesn't know what she's talking about. She just laughs and tells him to go ahead, she's going to see if Noah wants anything and then she'll meet him there.

She doesn't mean to eavesdrop but when she approaches the hospital room, she hears them talking. And she suddenly finds herself frozen, standing in the hall listening to Quinn and Noah speak in hushed whispers.

"You know what I keep thinking about?" She hears Quinn say softly.

"What?"

"If all of this would've turned out differently. You know, if I had given you a chance in the beginning, instead of pushing you away and lying to Finn. Maybe things would be different now."

"What do you mean?" Sounding confused.

"I mean, maybe this, you and me, could've been something more than just that drunken night." She pauses. "Do you ever think about that?" She asks him quietly.

And Rachel can't help but feel her heart sink a little bit because God knows it's been on her mind ever since she got to the hospital, despite her conversation with Quinn who hadn't quite come out and admitted that she had feelings for Noah, but she might as well have.

She knows that Noah loves her, even the other girl seems to know that. But then again, this is Quinn Fabray and she has always been the beautiful one, the one who all the boys wanted, and now she was also the mother of Noah's child, whether they raised her together or not, that would always remain. And she isn't sure if what she and Noah have is enough to withstand that.

"I don't know." She hears him say and he doesn't sound conflicted or uncertain, just confused, like he doesn't really get what Quinn is asking. "What's going on? Are you having second thoughts about giving her up?"

"No, it's not about that. I know we're doing the right thing. I'm not ready to raise a child or be a mother and I know that sounds selfish, but I'm not and I don't think you are either."

"Okay, so then I don't really understand what you're getting at."

"I guess, I'm just realizing that maybe I made a mistake."

The moment Quinn says those words she has the urge to walk in there and stop her from going any further. But she's unable to move from her spot because this is the last thing she expected to hear when she came up here. She almost wishes that she could just walk away and pretend that she hadn't heard any of this.

"I was wrong to shut you out and I was wrong to make you lie to Finn. And I'm not saying that this is an excuse, but I was scared and I thought that you were just a screw up, but I'm the one who screwed up."

She can practically hear the regret and remorse in the girl's voice and if she's looking at him with those blue eyes, she doesn't know how Noah can possibly not fall under her spell.

"I see the way you're with Rachel and I never thought you could be that way with anyone, but you're different with her. I mean, you're still Puck, but with her you're almost sweet."

"Yeah, so? What's your point?" Sounding a bit defensive.

"I didn't mean it like that." She says gently. "I think it's nice. I think she's lucky."

"Oh." Taken back.

She sighs. "Look, I know I've been a bitch to you and you've actually been decent through all this."

"'S'okay."

"No, it's not. I was awful to you and you were just trying to do the right thing. You're a good guy, Puck." She says sincerely.

"You mean, when I'm not being a jerk to you."

She hears Quinn laugh a little as he chuckles an then there's a long moment of silence between them and she almost thinks that they're not going to talk anymore, but then she hears Quinn speak again.

"Can I ask you something?" Quiet, almost hesitant. "Did you love me?" She hears Quinn ask softly.

And Rachel realizes that she's holding her breath, somehow she already knows what's coming next.

"Yes." She hears him say.

She closes her eyes, leaning her head back against the wall. She's kind of always known, hasn't she? Some part of her has always suspected that he loved her, maybe still loves her, for all she knows.

"But-" She hears him speak again.

"But you're in love Rachel." Quinn finishes.

"Listen, what happened between us that night, it wasn't just a random hookup. And I think I did love you, but then things got so fucked up and twisted around."

"I know."

"And what we did to Finn was so wrong and messed up. I don't think it's supposed to be like that when you love someone." He tells her.

"No, I don't think it's supposed to be either."

"You said you were wondering if things would've turned out different, if things would've worked out better?"

"Yeah."

"Well, I kind of think everything did work out the way it was supposed to, you know." He admits. "Because I have Rachel now and it's fucking crazy that this even happened, but I love her and what's even more insane is that for some reason she loves me back."

And Rachel's heart soars, hearing him say those words.

"And the thing is that for once in my life, something actually feels right instead of just fucked up and all wrong, you know?"

"Yeah, I know." She hears Quinn say softly, sadly.

She realizes that she never really had anything to worry about. And she almost feels silly for thinking that she could have lost Noah to Quinn or that Quinn was trying steal him away. Because she honestly thinks that she wasn't, she was just trying to make sense of everything in order to get some sort of closure. She realizes that the conversation was between two people who had just gone through something intense and scary and were just trying to come to terms with it all.

"Hey." A voice says, starting her.

She turns to see Finn approach her with two styrofoam cups in his hand.

"What's going on? Is everything okay?" He asks, concerned.

She nods. "Yeah, everything's fine." She says with a smile.

"What are you doing standing out here?" Puzzled.

She glances back at the hospital room and then takes Finn's arm and steers him back in the direction he came in.

"Nothing. Let's just go back to the waiting area. Mr. and Mrs. Fabray will be back soon." She tells him.

Mr. and Mrs. Fabray come back shortly with Quinn's clothes and God bless them, some food because Finn said the cafeteria food was definitely not edible. Quinn's parents head up to see their daughter and get her ready for check out, but tell them to go ahead and eat because they're sure that they're starving by now.

She and Finn are eating and chatting when Noah walks into the waiting area. She looks up from her salad to see him standing there with his hands in his pockets, looking tired and drained. She stands up, placing her nearly finished salad on the table before walking over to him. She doesn't say anything, just wraps her arms around him as he does the same to her, burying his face into her hair, holding her tight.

"Are you okay?" She asks softly after a long moment.

Breathing her in. "Yeah." Pulling away slowly. "Thanks for staying."

"Where else would I go?" She says with a small smile.

He looks down at her uncertainly. "Actually, there is somewhere I was hoping you'd come with me."

She doesn't hesitate. "Anywhere."

He seems relieved, like a huge weight has been lifted off his shoulders by her simply agreeing. And then his gaze slides down her body, an amused expression on his face.

"I like the dress. New?" He tugs on the tag.

Her eyes grow wide when she looks down and realizes that she's wearing the dress from the store. "Oh my God!"

"What?"

"I'm a criminal!" She says dramatically. "I walked out of the store without paying for the dress."

He smirks. "Didn't know you had it in you, Berry."

"Noah! This isn't funny. Shoplifting is a crime and this could end up on my permanent record. My permanent record, Noah! Can you imagine if this got leaked to the media?" She exclaims.

"Media?"

"When I'm a star on Broadway and one of those awful celebrity gossip magazines find out about my brief stint as a petty criminal and somehow they'll get their hands on those horrible mug shots the cops take of you when you get arrested and thrown in ja-"

He grabs her arms. "Rachel!" She stops mid rant, staring up at him. "Calm down. First, you're totally crazy. Second, you're not gonna get arrested and thrown in jail because your dads are fucking lawyers and they could get you off of a murder charge if they had to. And third, those celebrity gossip rags are going to be more interested in getting a shot of your naked famous ass than your mug shot-"

"Noah!" She scolds.

"Baby, it's true." He rolls his eyes and sighs when she glares at him. "Look, you'll just go back to the store tomorrow and pay for the dress. I'm sure no one even noticed, what with the pregnant girl about to give birth right in the middle of the junior miss section."

She stares up at him and then sighs. "Maybe you're right."

"Of course I'm right." He placates and then smirks. "Besides when those two cops in the hall showed me your picture and asked if I'd seen you, I totally threw them off your trail. I told them that the crazy chick asked me for change for the bus and seemed like she was in a hurry to get out of town." He quips teasingly.

"What?" Her heart jumps into her throat at the mention of cops.

"I'm kidding! I'm just kidding!" She smacks him on the arm and he grabs his arm in mock pain. "It was a joke! I know you like it rough, but there's no need to get violent, baby." He says laughingly.

She crosses her arms and scowls at him. "Noah Puckerman, you are not funny."

"Hey, I resent that, I'm a very funny guy." He defends as he tugs her towards him playfully. "You totally thought it was funny when I tripped that perv Jacob for trying to look up your skirt that one time and don't even try to deny it because you were laughing so hard you had tears in your eyes." And she can't help but smile.

After a moment she asks. "Do you want something to eat?" Looking over to where Finn was sitting and eating, or more like inhaling the food.

Shaking his head. "No, I'm not really that hungry. But you should finish."

"It's okay, I was done."

"You sure?"

"Yes." And looks up at him with a smile. "So, you said you wanted me to go somewhere with you?" She asks curiously.

"Yeah." He says and then looks over at Finn. "Hey man, we'll be right back."

Finn nods. "Yeah okay." He says, talking around the food in his mouth.

She just shakes her head as Noah takes her hand and leads her towards the elevators. They ride up to the third floor holding hands the entire time. She's curious as to where he's taking her, but when the elevator doors open and she sees that they're on the pediatric floor, she realizes that he's taking her to see his daughter. He leads her towards the nursery at the end of the hall.

They stand in front of the window and she looks at all the small babies, trying to pick out which one is Noah's daughter. He points her out in the middle of the first row, wrapped in a pink blanket and a pink cap on her head. She's all pink and tiny and sleeping.

"She's beautiful."

He leans against his side, staring through the window at his daughter. "Yeah."

"Did you think of a name for her?" She asks quietly.

"Beth." He says instantly. "We decided on Beth."

She smiles. "I like it. She looks like a Beth."

She looks over at him and then moves closer to him, pressing herself into his side and sliding her arm around his waist. She feels his arm come around her shoulders, holding her close as they continue to watch Beth sleep through the window.

TBC...

Song Credit: Heart and Shoulder by Heather Nova

I'm so sorry for the lengthy delay. Life has been crazy lately and hasn't left me with a lot of free time to write. But I finally got this chapter done, the next one is the last one (depending how long it ends up being). I'm also simultaneously working on the other fic, so once this one is done, I think the updating for the next fic will be a lot more consistent as long as stay ahead with the writing.

Anyway, I just want to say thank you for reading and hanging in there with me. You guys have all been so great and I appreciate the feedback and words of encouragement.

browneyedgirl


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